The BOO from UNCLE
by MLaw
Summary: It's All Hallow's Eve and Napoleon is in charge of headquarters tonight. He's up to some mischief at first but then strange things begin to happen. This is a round robin, originally posted on Section VII, Live Journal. The names of each writer are posted in the chapter headings. My story "Evil comes in all shapes and forms" is the prompt and is reposted here to start the tale.
1. the prompt by mlaw

This previously posted story was the prompt:

"It's All Hallows Eve, the night when the veil between the world of the living and the dead is at its thinnest, and perhaps...something wicked this way comes. Mwaaa haa haaa," Napoleon Solo sat, speaking in hushed tones while surrounded by a bevy of beauties from the secretarial pool, as well as Wanda from reception.

His flashlight in hand, with the lights turned low; he told them a ghostly tale in keeping with the holiday.

The women were entranced, and happily he could sense their uneasiness was growing. Napoleon was delighted at having the undivided attention of so many gorgeous women at the same time, realizing now that a good scary tale had its uses.

He chuckles to himself, thinking he was shameless in the ways he used to lure women to him, not that he really needed to do anything, as they seemed to hover around him like moths to a flame. His hopes were that he'd go home with one of them for an a sesssion of unbridled love-making; that was the real treat to this Halloween trick he was trying to pull off tonight.

Still if nothing came of it, that was fine too. He enjoyed being around 'les girls', talking to them, hearing what they had to say, just their very scent captivated him. He found the female of the species utterly fascinating. He didn't have to go to bed with a woman to enjoy her company; though his partner seemed to think otherwise.

His numerous horizontal liaisons did foster that reputation, yet there were times he just appreciated being a woman for her conversation and insights. Again, Illya refused to believe he was capable of such a thing.

It was Solo's turn at night duty, and this story telling time to while away the last few hours of the late shift was working out better than he could have imagined.

Everything was quiet at headquarters. Even T.H.R.U.S.H. seemed to have taken the night off and that being the case; it allowed him to gather the ladies together for some fun.

Illya was out alone on assignment somewhere in New York city. That didn't sit well with the American not being there to guard his partner's back. It was after all Halloween, and there were a lot of weird people out masquerading as ghouls and goblins, especially in the Village. Who knew if one of them were an enemy agent, or and axe murderer for that matter.

Napoleons senses were tingling, making him fret that something bad was going to happen to his Russian friend, especially without him being there with him.

That, however, was a standard bill of fare whenever they were separated….the 'willies' Solo called is feelings. He always got them when he worried about his partner.

Still, Illya was a big boy, he told himself, and could handle a job without him. That was what he liked to believe, though his gut always gave him an argument to the contrary. Illya commented that he was becoming like a mother hen, but Napoleon denied it.

So now, here Solo was in the middle of scaring the bejesus out of these women, and loving every minute of it, as some of them nervously clung to his arms; feeling the need for his manly protection….even though they were just silly stories he was going on about with them.

At the moment it was the tale of the headless horseman that had them all a jitter, especially since the legend took place in the village of Sleepy Hollow in Westchester...not that far from the city, less than 45 minutes away. That, he supposed, gave them a dose of reality. He thought it odd that these secretaries typed up agents reports with all the gory and sordid details without so much as batting an eye, and here a little legend had them shaking.

It was almost too good to be true when a violent storm front blew in out of nowhere, very conveniently timed as it added to the frightening atmosphere he was looking to create.

The rain fell in torrents, with flashes of lighting and rumbling thunder adding the perfect touch to the ambience of his little scare fest. A loud crack of thunder split the air, and suddenly the dimmed lights went out; the emergency backups came to life, bathing the room in an eerie red glow.

A few squeaks and squeals came from the girls and Napoleon quickly assured them everything was fine. Obviously the storm was causing a brief power outage. The emergency lighting would last for hours if need be.

"And of course, I still have my trusty flashlight, but if you'll excuse me for a moment ladies, I need to check in with Security." He pulled his communicator.

"Solo here, is everything all right?"

"Yes sir. We're on backup power for the moment, though some of headquarters is experiencing a blackout. We recommend that all staff remain where they are until the power issue is resolved. Some of the doors are not working properly and one of the elevators is out of commission."

"Security systems are functioning?"

"Yes sir, they've got power and are on-line."

"Good, wouldn't want any feathered friends taking advantage of the situation and initiating an attack on us, would we? Have you verified the outage is due to the storm and nothing else?"

"We're in the process of doing that sir. It looks like a transformer was struck by lightning. At this point Security has things under control.

"Very well, keep me informed. Out." Napoleon sighed in relief, thinking for once the Old Man not being here made for a bit of luck, Solo luck perhaps, as the security detail for the CCO would have had to have been doubled, just in case.

"Now ladies, back to my story," he smiled mischievously, trying to pick up where he left off.

"Napoleon, I'm really scared," Julie Anne Margolies, the newest member of the staff began to shiver, rubbing her arms with her hands. At that moment, the emergency backup lights flickered, and went out, followed immediately by a bright flash of lightning and a loud thunder-clap.

This time a few of the ladies shrieked.

"Take it easy girls, everything will be fine. Trust me!" He tried not to laugh. "Hmmm, reminds me of a good vampire story...that starts with 'It was a dark and stormy night…' or better still, did I ever tell you about me and Illya having to deal with real vampires and a Magyar Count named Tedescu in Transylvania? * He pointed his flashlight in their direction.

"Napoleon Solo, I think you're only trying to scare the heck out of us just to see who'll want to go off with you tonight," Wanda countered his story-telling.

"Wanda dear, I know you're a brave señorita, but some of these ladies aren't as strong or experienced as your pretty self." He tapped her on the end of her pert nose with his finger. That complimentary remark took her completely off-guard and instantly waylaid her way of thinking.

"Now ladies, shall I continue with my stories or not? You are, after all, safe with me in headquarters. There's plenty of other people here to protect you as well. So what's the harm in a few Halloween stories, just for fun? His voice, though sultry, oozed with sincerity. He was putting his on his best game at this point.

In spite of that reassurance, one by one they declined his offer; it wasn't the ghosts they had become wary of, it was more his guise of a wolf in sheep's clothing. Finally, it was only Julie Anne who was left, as the others decided to go back to their desks next door, following Wanda as she had a flashlight as well. They disappeared out into the darkened corridor once the pneumatic door had been pried open.

"So Julie Anne, I have a place where we could segue to that's a little more private, and we can ride out the storm...it's in the Map Room."

"Ummm, I don't think so Napoleon. Not that your offer isn't genuine, but I think there's a bit of pre-meditated wickedness that you're up to tonight. The girls sort of told me about you."

"And what might that be my dear?"

"That you're a bit of a ladies man, that's all."

"Moi? Surely you can't believe everything you hear. Though I do admit, I do enjoy the company of a lovely woman."

"In this case, she is right to trust her instincts," a familiar Russian voice spoke as he limped through the darkened open door.

"Whoa, you startled the heck out of me tovarisch," Napoleon laughed.

"So you are up to your old tricks again my friend," Illya pulled up a chair beside his partner and the petite brunette.

"And what might you be referring to chum?"

Illya could hear the tone of Napoleon's voice change.

"Ix-nay on the atter-chay, " Solo added in pig-latin.

Julie stood up from where she was sitting, taking a lighter from her purse. "Tricks huh? I think the girls were telling me the truth about you Napoleon," she laughed as she headed out the door. She did, however, lean over and give him a conciliatory peck on the cheek before departing.

"Thanks a bunch Illya," Solo growled. "I had a shot with her...I think, well at least getting to first base, maybe."

"Napoleon, though it is Halloween, the belief in the supernatural is unnecessary, in your case, as you are quite capable of every wickedness and mischief when it comes to women. Now let us go to the commissary, I am famished and want to scrounge up something to eat before my headache worsens. I am hoping there is still leftover pumpkin pie."

"Wicked…me? Hey, are you wait are you saying I'm evil?"

"I never said exactly that," Illya ruefully smiled as the emergency lights came back on."Seriously my friend, you let your imagination and libido run too wild at times. It never ceases to amaze me what lengths you will go to, to lure a woman into your 'parlor.'

"Like you haven't either, "Napoleon sneered. " I swear you are so straight-laced at times, but then again I suppose that's your stiff-necked Marxist upbringing. You really need to loosen up."

 _"Excuse_ me, that would be Communist, " Illya feigned offence as he corrected his partner." Marxism is a philosphy, and a system that analyzed the different aspects of a state where there exists no difference between the rich and the poor. Communism is a political system where all become one and the same, establishing a classless, egalitairian and stateless society based upon common ownership which promotes equality and fairness."

"Well I stand corrected," Napoleon winced. Sometimes Illya could be just a bit annoying.

Kuryakin continued his rant. "And what does my background have to do with making an observation on your tendency to get carried away when it comes to the ladies. It is not like it is a big secret. I do, however, take umbrage to you saying I lack the ability for creative visualization, and have no sex drive. I choose to keep my assignations private...unlike you." His voice was tinged with just a hint of sarcasm.

"Hey I was just kidding Illya, just kidding. Don't get your nose all bent out of shape."

The Russian looked at him strangely, touching his hand to his proboscis as if to check it.

There were times Napoleon wondered if somehow things got lost in translation with his partner. Having the ability to speak so many languages; surely there were times they had to get them mixed up in his head.

The Russian's inability to understand American colloquialisms case in point. For a brief second Napoleon thought that perhaps his partner feigned ignorance, and got them wrong on purpose, just to piss him off. Illya had a very dry sense of humor, and that fit his profile.

Solo reminded himself to think more about this a little later.

Illya's head was filling with thoughts as well. Though fairly accustomed to Napoleon's joking and mischief-making, there were times he wondered if his partner's jocularity was all that innocent. Still the man was never truly mean-spirited in any of his remarks… He himself, was guilty of poking fun at the man, at times, unmercifully.

Both men looked up from their fleeting thoughts…Napoleon, the first to speak.

"Hey I was just telling some spooky stories to the ladies, though as usual, I suppose you're right. I'll admit I was trying to scare them just to see where it might lead. One never knows."

"See, that is just my point, you may have been telling innocent stories, but still going to bed with one of these women was your ulterior motive...and you say I am becoming predictable." Illya headed to the door, with Napoleon's flashlight in hand, thus ending the conversation.

"Smart aleck Russian," Solo mumbled under his breath. Unexpectedly the power went off again, with knocking out the backup lights.

"Hey! Wait for me will ya?"

"Afraid of the dark?" Illya called, his voice echoing from farther down the empty hallway as he stood in the dark, having switched off the flashlight.

"Keep it up Kuryakin and I'll get you assigned to night duty in records for the next two weeks!"

There was silence, and suddenly the flashlight came to life, lighting Napoleon's way to where his partner waited patiently.

"Hmm, thought so," the American chuckled.

"Napoleon, would you really do that to me?"

"Nah. Come on, let's go get you those slices of pumpkin pie. I have it on good authority there's some in Cookie's private stash in the refrigerator under the counter. Hey, why are you limping by the way? Hurt on your assignment?"

" _No,_ " Illya hesitated answering."I tripped when the lights went out and twisted my ankle.

"Hmmm, the cat-like Illya Kuryakin twists his ankle in headquarters. I find that a bit ironic."

"Stop laughing Napoleon. It is not funny. Can we just get down to the Commissary; I really am hungry."

Solo hesitated, his thoughts returning to Illya's comment. "You know you may be right, I'm becoming as predictable with women as you are with food."

"This you are figuring out just now?"

Though Illya was standing out of the range of the flashlight, Napoleon could sense the Russian was rolling his eyes.

Their good-natured banter faded as they walked down the hall to the staircase as the elevator wasn't working.

The lights flashed on for a second, just as Napoleon put one foot on the first step, startling, the sudden brightness startled him and made him slip as his eyes hadn't adjusted from the dark. He grabbed the handrail, and Kuryakin seemingly snatched him by the arm, but not before he twisted his ankle."

"Owwwwww," Napoleon moaned,"Darn it!"

The lights revealed a smiling Russian who was feeling a bit wicked himself. "You were saying something about irony my friend?"

.

* ref "The Blood is the Life affair"


	2. ssclassof56

"Haha," said Napoleon huffily, attempting to pull his arm away.

Shaking his head, Illya grasped the arm more firmly and eased Napoleon down until he was seated on the top step. His smile faded as the lights flickered ominously. "I thought you were seeing to it that we were no longer at the mercy of the utility companies."

Before Illya had finished his complaint, the power failed again. Inside the stairwell, the darkness was absolute. The subtle electric hum, that perpetual resonance of their state-of-the-art headquarters, vanished. An eerie silence filled the void.

Napoleon's chuckle crackled like a shot. "Something you want to tell me, pal?"

"Whatever do you mean?"

"Well, from the death grip you've got on my arm, I'd say you were afraid of the dark."

"Nonsense. I am not touch—" Illya was interrupted by his partner's sharp gasp.

"Are you trying to break it?" Napoleon demanded. "Let go!"

"Napoleon, I am nowhere near you."

The flashlight clicked on. From several steps below, Illya shone the beam up at his partner. Napoleon's face was pale. He clutched his right arm protectively to his chest. With his left, he shaded his eyes. Then his chin jerked, indicating the lower level. "Did you see that?"

Illya aimed the flashlight into the center of the stairwell. "There is nothing there."

"Are you sure?" He squinted and frowned as the light swung back. "I saw something move. A shadow."

Illya's face, ghostly in the haze of artificial light, expressed unrepentant skepticism. "Merely your eyes adjusting," he suggested dismissively.

"And my arm?"

Illya shrugged. "Rheumatism?"

A voltaic thrum signaled the building's return to life. The emergency bulbs reactivated, washing the stairwell with dull, ruddy light. Illya flicked off the flashlight. Napoleon sat hunched like a gargoyle and grimaced in mute displeasure.

Illya was unfazed. "Come. Let us go eat. This delay is not helping my headache."

Napoleon rose, the hand of his sore arm thrust into his jacket in the manner of his namesake. His pursed lips challenged Illya to comment. The Russian merely rolled his eyes, and the two agents limped carefully down the stairs and out to the lower level.

The red backup lighting reflected dimly around the chrome and gunmetal corridor. Weird, unfamiliar shadows twisted the walls and warped the door frames. A few personnel, mouths sullen, eyes unfocused, glided silently through the halls like bloody apparitions.

"All Hallows Eve, the night when the veil between the world of the living and the dead is at its thinnest," Napoleon intoned, earning a mystified glance from a passing translator.

"Here we go again."

"You're just going to have a to ride it out, I.K. This night does strange things to my mood." He cast a sidelong look at Illya. "It must be the gypsy in me."

This last comment drew a laugh from his partner. "The only thing gypsy about you is your signed photograph of the burlesque performer."

"Touché." Napoleon acknowledged the hit with a nod. "So this night doesn't affect your mood at all?"

"Of course, it does. I'm in the mood to see that retrospective on German Expressionist cinema. And before you ask, yes, I already have certain female companionship in mind."

"Say on, Dr. Caligari. I'd hate to poach on your territory."

Illya did not reply. His eyes widened in alarm, and he darted inelegantly around the corner, his stride hobbled by his twisted ankle, leaving Napoleon to stare after him in open-mouthed surprise.

Illya was prying at the elevator doors when Napoleon caught up with him. "Help me get these apart," he grunted. The steel panels rang with hollow thuds.

The doors responded to their combined efforts. Julie Anne, wild-eyed and tousled, stumbled out of the darkness and collapsed into Napoleon's arms. He winced and stifled a groan.

"Hey now, what have you been up to?" he asked, releasing the petite brunette with uncharacteristic haste. "I'm pretty sure the handbook advises staying off the elevators when the power's failing." His normally suave tones were strained, and his forehead was beaded with sweat. Illya looked on in tight-lipped concern.

Julie Anne smoothed back her hair and frowned. "I didn't try to use the elevator. Someone pushed me in."

"Pushed you?" Illya asked sharply.

She nodded, rubbing her upper arm. "I was on my way to the commissary. The lights came on, and the elevator doors opened." Her voice shook. "It went dark again just as I passed by. I felt someone grab my arm and shove me inside. Then the doors shut behind me."

"You're hurt," Napoleon said. He gently lifted her hand from her arm and pulled up the sleeve of her blouse. Dark, angry marks marred her skin.

The agents' eyes met across the top of her head. Illya stepped inside the elevator with the flashlight. Napoleon activated his communicator, frowning more than usual at the process, and ordered Security to review the footage from several cameras.

"Spooky stories are all fine and good," Julie Anne muttered to no one in particular, "until you find yourself in one." Napoleon gave a guilty start and wrapped a protective arm around her waist.

"There you are, Julie." Wanda left the commissary and approached them. "I was afraid the Headless Horseman had gotten you." Her amused glance took in Napoleon's embrace. "I was close," she said.

Julie Anne opened her mouth to reply but shut it again at Napoleon's squeeze. "Get Julie Anne some coffee," he said, "and put a drop of this in it."

He drew a flask from inside his jacket and tossed it to Wanda. She unscrewed the cap and sniffed, her pert nose wrinkling.

"Purely medicinal," Napoleon assured her, holding up the Scout sign.

"Of course," Wanda said archly. "In that case, I'll see that all the girls take a dose. You can never be too careful about your health."

Napoleon gave Julie Anne a delicate push in Wanda's direction, then watched with cocked head and appreciative smile as the ladies strolled away.

"Napoleon."

Illya's call drew his attention back to less pleasant speculations. The Russian's face was grim as he joined him in the elevator. When Napoleon raised questioning brows, Illya pointed the flashlight at the rear wall. Tall, jagged letters were scratched into the metal. _Boo! You're dead!_

"Something wicked this way comes."

"Let us see your arm," Illya demanded. Napoleon hesitated for only a moment before shrugging out of his jacket. Illya received the garment and a cufflink with patient resignation, watching intently as Napoleon rolled up his sleeve. He inhaled with a hiss. Five contusions fanned out across his partner's forearm, ugly relics of fingers that had clutched with hideous strength.

"We were alone in the stairwell," Illya insisted as Napoleon restored his appearance.

"Were we?" He made minute adjustments to his cuffs. "Let's see if the cameras show any different."

Napoleon ordered a forensics team to the elevator, while Illya headed to the Security offices. When Napoleon joined him, he was met with the disappointing report that they had seen nothing unusual on the camera footage. "At least nothing more strange than a secretary flinging herself into an elevator," the agent-in-charge said.

Napoleon nodded curtly and crossed the room to where Illya sat bent over a console, reviewing a portion of the footage frame by frame. "He is right about the elevator. The cameras caught nothing of our mysterious vandal."

"Then what are you looking at?"

"This is from the stairwell. I think the shadow you saw was more than a trick of the light," Illya admitted.

The Russian continued his painstaking examination of each frame. Napoleon watched over his shoulder for a time, then made an idle tour of the room. A duty roster hung on the wall. "I wonder when Sarah comes in," he said, running a finger down the page in curiosity. "She could work on our ankles."

"Look here," Illya crowed triumphantly.

Napoleon returned to peer at the grainy image. "It's a blob."

"I shall apply a filter." Illya manipulated a few switches and dials.

"It's a green blob."

"Are you certain you do not need these?" Illya asked, pushing his glasses farther up his nose.

Napoleon screwed up his face in distaste. "Keep working the horizontal hold."

With an exasperated sigh, Illya returned his attention to the console. "Now do you see it?"

Napoleon's arrested expression supplied the answer. On the screen, the nebulous streaks of flickering light had coalesced into a face. A familiar face. Napoleon shuddered.

The Security agent peeked between them. "Who's that?"

For a moment, no one spoke. Then Illya replied, his tone expressionless. "Riley. Detection expert."

Grabbing the clipboard, the junior agent flipped through several sheets. "There's no Riley on tonight's duty roster."

"That's hardly surprising," Napoleon said, coming out of his trance. "He's dead."

 _Riley appears in The Mad Mad Tea Party Affair._


	3. insaneladybug

"Dead?!" the Security guard cried as soon as Napoleon made his announcement.

"Yes," Napoleon insisted. "You remember, don't you, Illya? It happened when Mr. Waverly's brother-in-law was running a hustle on us to whip us into shape, so to speak. One of Dr. Egret's minions was a mole here at U.N.C.L.E. and saw to it that Riley was murdered."

"I remember." Illya glowered at the screen. "And I can see that is his likeness."

"You were the one who first noticed it," Napoleon said.

"But I cannot explain it." Illya folded his arms.

"Are you saying you still don't believe in ghosts, my skeptical partner?"

"Of course I do not believe in them," Illya snapped. "I do not know what caused the phenomenon we witnessed on the video screen, but there must be other explanations. Perhaps it's some sort of projection."

"Perhaps . . . but a projection couldn't leave such deep and painful marks on people's bodies," Napoleon mused.

"I suppose you're going to say that you believe in ghosts," Illya frowned, "although that is completely illogical. A ghost has no physical form. You could not feel its touch the same as you could feel a living person's."

"You'd think so, wouldn't you," Napoleon frowned.

"I know that I don't know what to think," the Security officer exclaimed, clearly disturbed. "All I know is that I don't like it."

"There is something else to consider," Napoleon mused. "Why would Riley come after his former fellow U.N.C.L.E. agents? He wouldn't have any reason to. Not unless he blames one or more of us for his death."

"It is a disgrace to Riley's memory to consider such a thing," Illya frowned. "What is more likely is that someone living wants us to think it's Riley's ghost."

"Then the next question becomes, why would they want that?" Napoleon ran through the possibilities in his mind. "Do they blame us for Riley's death and they want us to suffer because of it?"

"Why should they?" Illya retorted. "And unless they are also U.N.C.L.E., they shouldn't be able to roam freely enough in here to create the disturbances we've seen tonight."

"Good point." Napoleon looked around in concern. "I'd say this development has opened several new cans of worms. We may have an interior problem and not have even realized it."

"Maybe now would be a good time to call Mr. Waverly?" the guard quavered.

Illya picked up the nearest telephone. "The line is dead."

"So they're sealing us off with no means of communicating with the outside world," Napoleon mused. "But why?"

The backup lights flickered and dangerously dimmed, but this time did not go entirely out. At the same time, a strange presence entering the area caused everyone to turn and look towards the open doorway.

The Security guard swore in horrified disbelief. Napoleon and Illya stared, unsure what to make of it.

The figure standing before them looked rather like a zombie, with decaying skin, sunken eyes, and head tilted to the side. But then he moved, focusing on the two U.N.C.L.E. agents, and gave a chilling smirk. The skin mended and the blue eyes regained their luster.

"Well," said Napoleon, "that's useful."

"It is a trick," Illya spat. "None of this is real. It cannot be!"

"Especially since you killed him during _The Odd Man Affair_?" Napoleon said in a low voice.

"Especially because of that," Illya agreed.

As if in response to their exchange, the spectre untied his torn trenchcoat and began to pull it open. It was then that Napoleon noticed the blood that was starting to seep out and stain the cloth. The thick liquid was also spreading across the other clothes, originating from a gaping wound in the visitor's stomach. He stood, letting the group process what they were seeing before he threw what looked like an umbrella with an exposed dagger straight at Illya with the dagger pointing up in the air. "Catch."

Illya did . . . or at least, he tried to. The strange weapon passed right through his hand and clattered to the floor.

That did it. The guard drew his weapon and fired once, twice, three times point-blank at the wraith, with no results.

"I don't think you're helping," Napoleon warned.

"This is too much of a coincidence," Illya said icily. "I do not believe you're real."

"Believe what you like." The ghost continued to smirk at him. "You're going to be seeing a lot of strange things tonight, Kuryakin. All of you are. An entire rogue's gallery of people connected to you who died. Fellow agents, enemy agents, innocents. . . . Were there ever any innocents who died?"

Illya's eyes narrowed even more.

". . . And why is this happening?" Napoleon asked. "Are we being blamed for these deaths?"

"Some of them you were responsible for, no doubt about it! But that doesn't mean you're being blamed, no. It just means the veil between the planes is very thin, as you said, Solo." The phantom took several steps forward.

"Then perhaps you would like to close it up again," Illya said. His voice was still a block of ice.

A shrug. "I don't have the power to do that. There is at least one true enemy here tonight. I'll tell you that much. It's someone you've met before. And you may have to believe in things you don't want to believe in and even ask for help from some of the dearly departed to triumph over your nemesis."

"I don't suppose you'd be good enough to tell us who that is," said Napoleon.

"I don't know who it is. They didn't give me their name or their specific grievance. But are you saying that you can't even do enough detective work to figure it out?" The ghost looked amused. "Maybe U.N.C.L.E. agents are only good for gutting people."

Illya took a step forward now, his eyes dark.

Napoleon got between them. "Alright, Mr. Ecks. There's no need to egg Illya on. Nothing serious has happened yet, but the next incident could be disastrous. Is this enemy out for blood? And are they willing to harm even the innocent to have it?"

"Napoleon, you can't trust anything he says," Illya objected. "You know what he was in life."

"I want to hear what he will say," Napoleon replied. "Then I will decide whether to believe it or not."

"Yes," said Mr. Ecks. "They are out for blood." He folded his arms. "And no, Kuryakin, it isn't me."

Illya scowled. "Perhaps it is Mr. Wye then."

"No," Ecks snapped, his amusement gone. "It isn't him."

"Always protective of each other, aren't you?" Napoleon commented.

Ecks started to fade into the darkness of the corridor. "If I were you, I'd start digging into your records," he hissed. "I don't know who's out for your blood, but you do. You just don't know that you know it. And if you're not careful, you're both going to end up joining me before the night's out."

Then he was gone, his last chilling words echoing down the lonely hall.


	4. pfrye

Napoleon looked at his partner, "Well….okay then, any ideas on how to proceed with this?"

"Really?" Illya crossed his arms, a slight shiver running through his body as he stared at the spot where Mr. Ecks had vanished. "I'm a scientist. This isn't real. It's a hoax, something someone has engineered to keep us occupied, distracted and afraid while they accomplish whatever it is they are planning."

"Afraid?"

Of course Napoleon would catch that one word Illya thought, "Of course not, are you?"

"Of course not!" Napoleon scowled, rubbing his bruised arm. "Alright, even if it is a hoax, and Mr. Ecks was an engineered apparition, he did suggest that we dig into our records. The answer has to be there."

"I agree," Illya said "I'll go to our office and start to review our most recent assignments."

Napoleon nodded, "I'll organize security sweeps of the building to make sure everyone is safe and no one travels the corridors unless they have a partner. I'll make sure communications are watching for any unusual activities from our feathered friends in case this is their doing."

As Illya headed out into the dark corridors Napoleon called "Check in with me every half hour, I don't like us being separated, especially since I don't want anyone else to travel alone!"

"I can take care of myself, Napoleon!" Illya grinned.

"Right. Just be careful partner!"

As Illya slowly limped his way along the darkened corridors he found the unnatural quiet oppressive. The normal hum of fluorescent lights, the swoosh of doors and muted conversations were missing. He hadn't realized how noisy the halls of U.N.C.L.E. HQ were until now. He fought the urge to keep from looking over his shoulder. "I will not fall prey to All Hallows Eve nonsense." he muttered.

Turning on his flashlight he entered the stairwell and started his slow climb. Two floors up he thought, sprained ankle, headache and no pumpkin pie. He should have stopped at the commissary and gotten something to eat.

"One more floor Comrade" he sighed. "Great, now I am talking to myself." His headache seemed to be getting worse with each step he climbed. Illya stopped as he heard a loud rushing as if something large and deadly was streaking down the stairwell towards him. He grabbed his special and braced himself for whatever was heading towards him. A dark looming shadow enveloped him and slammed him against the wall, forcing Illya to drop to the floor gasping for breath, his special falling from his numb hands clattering and falling down the stairs. Pain brought unwanted tears to his eyes as he tried to struggle to his feet. There in front of him a white mist swirled, faded and then became more solid. Looking up he found himself looking at a face he saw only in his nightmares, his own! "Nexor!" Illya cried as the pain from his headache became unbearable and darkness took him.

Napoleon opened his communicator, "Illya? It's been forty minutes tovarich. Where are you partner?"


	5. lindafishes8

"Illya? Why haven't you checked in?" Napoleon stared at his communicator, willing his partner to answer. When he did not, he contacted security.

"Peterson? Where is Mr. Kuryakin?"

"I was about to contact you, sir. We finished our sweep and found him on the stairs near your office, unconscious. We notified Medical and they're on the way."

His sprained ankle forgotten, Solo quickly headed in the direction of the stairs, running through events of the evening in his head. U.N.C.L.E. headquarters was quickly becoming a dangerous place to be. Contacting Waverly was out of the question. Something needed to be done and _now_!

When he arrived at Illya's side, the Russian was sitting up and protesting loudly at the Medical team's ministrations.

"I am fine! I have a slight headache and that is all." It was true. The agonizing pain that had brought him to his knees earlier had been replaced with a mild one and for that, he was grateful.

The doctor was not easily deterred. "We need to do an X-ray, but that won't be possible until the main power comes back online. I want you in our unit for observation. That lump on the back of your head needs tending and the fact that you experienced extreme cephalgia has me concerned."

"Listen, Doctor," Illya's voice sounded strained, "I'll put some ice on it and Napoleon will keep an eye on me, but right now the security of our people is my biggest concern. When we are all safe, I'll come down to medical, agreed?"

"Well… " The doctor was trying to decide. "Your pupillary reaction is good and you are alert and oriented, but protocol in a case such as yours requires… "

Napoleon interrupted. "I need him, doc, and at the first sign of a concussion, I'll call you right away."

Illya carefully stood, his hand gingerly examining his head where it had made contact with the wall.

"Alright; I'll hold you to that, Napoleon."

Napoleon looked the blond over as the medical team descended into the bowels of headquarters. The amber emergency light cast an eerie glow.

"What the hell happened?" Solo hissed.

Illya let out a long sigh and explained, leaving out the identity of the apparition

"Which one was it this time, Riley? Mr. Ecks?"

Illya studied his partner's face for a moment before answering, "Nexor."

They climbed the last few steps to the third floor where their shared office was located. Reviewing the last few files of recent cases revealed no clues to explain who was behind the attacks.

"I suspect this was a ruse to separate us, Napoleon."

"And I suspect it goes further than that, _tovarisch_. Listen, I have a plan."

BOO-BOO-BOO-BOO-BOO-BOO-BOO-BOO-BOO

Except for the security team, Napoleon ordered all personnel to the cafeteria, reasoning that there was safety in numbers. By doing so, he hoped whoever was causing all the havoc would have to play his hand and expose himself to the enforcement agents. Carafes of coffee were set out along with platters of pastries and donuts. At least no one, especially Kuryakin, would go hungry during this crises.

"This plan of yours is downright ridiculous, Napoleon," Illya said loud enough for those around them to hear. Then he finished his last bite of pumpkin pie with a flourish. The ice pack he had used to numb the bump on the back of his head lay discarded and melting on the table.

"Is it? If we can draw the culprit or culprits out into the open and force their hand, we can stop the attacks and things will return to normal around here."

"I refuse to be part of it." The Russian scowled, crossing his arms across his chest in defiance.

"You will and that's an order."

"Tell me how you're going to explain holding a séance in headquarters to Mr. Waverly."

Eavesdropping George Dennell spoke up. "You have to keep an open mind about these kinds of things, Illya. My sister held a séance and well, the ghost that was haunting her garage was never seen or heard from again." He grinned, pleased with himself for rubbing elbows with the Section II men.

"There, you see?" Napoleon raised his eyebrows. "George's sister's garage is ghost-free."

Illya rolled his eyes and snatched the last apple fritter off his partner's plate.

"Tell us what we need to do, George," Solo said.

"Well, we'll have to find some candles and a round table and three, six or nine people. Any number as long as it's a multiple of three. Oh, I almost forgot the most important part! The Medium. Good thing I've studied up on this, isn't it fellas?" The CEA nodded.

One of the girls from the secretarial pool was steering another woman towards the agent's table. "Julie Anne is a fortune teller! I'll bet she could run the séance." Julie appeared nervous and perhaps still shaken from her experience in the elevator.

"I… I really don't know if I can do this, Mr. Solo. This ghost business frightens me and besides, I have only done one once before."

Napoleon stood and took her by the hand, patting it soothingly and turned on the Solo charm.

"This is important, Julie my dear." His voice smooth and eyes warm pools of brown chocolate melted her reserve. "A séance may be the only way for us to contact the spirits who are haunting the halls of U.N.C.L.E. You want us to catch whoever shoved you and left those marks on your arm, don't you?"

"Well…" She hesitated.

"You'll be in a room with Illya and me and we won't let anything bad happen. No one will get hurt. Scout's honor." Solo held up three fingers making the Boy Scout's sign then crossed his heart for good measure.

Julie broke into a broad smile and the Russian shook his head at how easily his partner could turn on the charm.

It was decided Waverly's office would be the best place to hold the séance. Auxiliary lights were turned off and lit candles were placed on the table and around the room in groups of three. Julie explained the more candles, the better because spirits still seek warmth and light. In the center of the table was placed a bowl of hot chicken noodle soup and a slice of bread from the cafeteria. This was believed, Julie informed them, to help attract the spirits that still sought physical nourishment.

Napoleon, Illya, and George sat in every other chair while Julie, Wanda, and Misty from translations took the seats between the men.

"What the eyes see and the ears hear, the mind believes," Illya said to no one, in particular. It was a quote by Harry Houdini and seemed appropriate for the occasion.

Once the nervous chatter died down, everyone looked to Julie.

"Let us begin." She pulled a black veil kerchief from her purse and placed it on her head. "Join hands. Spirits of the past, move among us. Be guided by the light of this world and visit upon us."

All was quiet. The candles cast eerie shadows that danced to and fro, showing the illusion of movement where there was none.

"Beloved, we bring you gifts from life into death. Be guided by the light of this world and visit upon us."

Illya casually glanced at each of the surveillance cameras strategically placed for Waverly's protection. He had instructed security to inform him of any abnormalities occurring in the room via his earpiece.

"Something odd is happening," the voice in his ear hissed. "I'm seeing that green glowing blob again. It's hovering directly above the table."

Illya looked up, seeing nothing. Napoleon followed his gaze as both men became more alert.

Julie spoke once more, entreating ghosts to make themselves known to the rooms' occupants.

"Mr. Riley, Mr. Ecks, Colonel Maximilian Nexor! Be guided by the light and visit upon us. Show yourselves!"

Suddenly, the green blob began to appear out of thin air. The circle of hands was broken and Wanda and Misty screamed. George yelled and pushed himself away from the table so fast his chair flipped over backward, taking him along with it.

Only Illya, Napoleon, and Julie remained calm. The two men stood and as they studied the apparition a misshapen face appeared.

A booming male voice filled the office.

"Nice to see you again, gentlemen. I hope you all are prepared to die."


	6. Avery11

Napoleon rocked back in his chair, affecting a posture of casual interest. Beneath the table, his nimble fingers slipped the safety off his Walther. "Well, well, as I live and breathe. Look, Illya, it's Harry Beldon."

"'Live and breathe?'" The apparition laughed. "Not for long, Mr. Solo. I promise you, not for long."

"We'll see about that."

Illya scowled at the traitor who had very nearly taken down UNCLE's Section I. "He doesn't look any better dead than he did alive."

Another laugh. "Appearances can be deceiving, Mr. Kuryakin. In point of fact, you're looking rather pale yourself." It floated toward the table, and Illya fought back a wave of nausea. Its erratic, swirling insubstantiality, its ghoulish green color – everything about the spectre screamed evil incarnate.

"That's far enough." Six agents raised their weapons.

"Foolish mortals! As though your bullets could harm me! I'm incorporeal, or hadn't you noticed?"

Illya snorted. "You are _dead_ , or hadn't _you_ noticed?"

"And I have you to thank for that, Mr. Kuryakin. It was your bullet that killed me – don't think for a moment that I've forgotten."

"As I recall, you blew yourself up with a hand grenade."

"Don't quibble!" For a moment, the bilious green fog surrounding Beldon grew dark and threatening. The air crackled with unexpressed energy. The fluorescent lightbulbs in the ceiling exploded, one by one, throwing the room into darkness. Napoleon and Illya leaped to their feet, poised for battle.

The moment passed. "No hard feelings," it declared affably as the emergency backup lighting kicked in. "Actually, I'm eternally grateful. Dying is the best thing that's ever happened to me."

"I couldn't agree more."

Beldon's arms, spread wide as vulture's wings, embraced the room. Its fur coat fluttered in the nonexistent breeze. "There's incredible power in the realms beyond the veil! Intoxicating, and it's all mine! I feel wonderful! Unshackled! Invincible!"

Napleon nodded imperceptibly to George, who began taking covert readings of the apparition's energy levels. "No more stalling, Beldon. To what do we owe the dubious pleasure of your company?"

Beldon's grin seemed to expand. His eyes – if they could be called eyes – glittered with malevolence. "Come, come now, Mr. Solo. Haven't you guessed?"

Napoleon shrugged.

"No? What about you, Mr. Kuryakin? Surely a scientist of your caliber must have formed a hypothesis or two?"

Illya stared at the apparition in stony silence.

"We don't have time to play _Twenty Questions,"_ Napoleon remarked smoothly. _"_ Why don't you fill us in?"

"Certainly, certainly. Always happy to help out a colleague." It cocked its head. "That's what we are, you know. Colleagues."

"What we are is your enemy," Illya snapped. "What you are is dead."

"No need for open hostilities, Mr. Kuryakin – at least, not _yet_." The apparation drifted closer. "You've seen Riley and Mr. Ecks and dear old Nestor passing through the veil into your world. Aren't you curious as to why I've sent them there?"

" _You_ sent them?"

"Naturally."

Beldon – or whatever the thing was – radiated a staggering sense of entitlement, a monstrous, overweaning ego. Napoleon wondered how they could use that flaw to their advantage. "But why send them? To frighten us? You'll find UNCLE personnel don't scare easily."

It shook its head. "I'd forgotten how plodding you humans are. How limited your thinking."

"Meaning?"

" _Chyort!"_ Illya gasped. "It was a distraction!"

"Very good, Mr. Kuryakin. There's hope for you yet – although not much."

Fear worried its way down Napoleon's spine. "Illya?"

"Beldon sent those other spirits to divert our attention – to distract us from his true purpose."

Napoleon's eyes widened as understanding set in. "So while we were out chasing green blobs through gunmetal halls, he was – what?"

Illya glared at the apparition. "Perhaps Harry will tell us, if we ask very nicely."

Beldon's smile was chilling. "When was the last time any of you saw Alexander Waverly?"


	7. katbybee

Dr. Egret, last known to U.N.C.L.E. as Madame Alceste Streigau,* was one of the few mortals involved in this haunting affair. She had long held a deep grudge against U.N.C.L.E. and most especially Alexander Waverly, since she felt her downfall was his entire fault. When the demented spirit of the true mastermind of this caper had appeared to her a few nights earlier, Streigau was more than happy to play her part. She, along with her henchmen, was to provide the physical muscle to kidnap Alexander Waverly, while Harry Beldon and his crew of phantasms would provide the distraction needed to keep all of U.N.C.L.E. busy and in the dark, both literally and figuratively. After all, two of her people had eventually fallen to Alexander Waverly's men. He must be made to pay.

Streigau and her cronies headed to the home of Alexander Waverly and kidnapped him as he and his wife slept. They were able to accomplish this due to the widespread blackout caused by the storms wreaking havoc all over the city. All of the strange phenomena encountered by the agents were caused by Beldon and company, aided by the storm interference of the evening.

Beldon and his cronies, together with Streigau made a nearly unbeatably evil team. What they had forgotten, was that, for all their evil ambition, Napoleon and Illya, along with the rest of U.N.C.L.E., were a nearly unbeatable team themselves, and were determined to destroy evil at all costs, as always. Especially when that evil was threatening those they cared about.

After the ghost of Harry Beldon had made his chilling announcement at the séance, both Napoleon and Illya, their blood running cold, had sprung into action. Forgotten were the previous events of the evening. Illya's voice grew dark and dangerous as he addressed Beldon. "What have you done? Where is he?"

"I?" he cackled, taunting them. "I have done nothing to him. How could I? I have been busy entertaining you here!" He broke into a fit of maniacal laughter, which, if he were not already dead, would surely have choked him.

Finally, Beldon settled down enough to address the group. He hovered lazily in their midst. "I suppose I must be sporting about this matter. I will give you one clue. 'You fight not just those of us from beyond. Beware those who wear masks. One person can wear many masks all at the same time. But you are much too late to save your beloved leader!" And with an impudent grin, Beldon disappeared. A strong wind seemed to suddenly sweep through the room, swirling around every item and person in the room. It dissipated just as quickly as it appeared. The table was now overturned, the chairs, candles and other items from the séance scattered all about the room.

Napoleon, Illya, George Julie, Wanda, and Misty were left scattered about the room as well, all of them semi-conscious, but apparently unharmed. As they quickly gathered their senses and rose to their feet, a dark and evil foreboding fell over the group, and they all became terribly nervous, as if the air itself were suddenly electrified with a sense of dread. They also discovered they were all now quite unable to move a single inch!

There was one evil shade that had designs upon one particular agent. She cared not that he had no belief in phantasms or in an afterlife. It would make her victory all the more sweet when he discovered he was wrong…that pain and anger, that agony certainly did carry on beyond the grave. And she would guide him there personally in revenge for his role in her death. She cared not one whit for any of the other mortals. He had chased her out on that roadway, actually racing her, and although he had not actually caused her death, he had still humiliated her, and therefore, he had to die. The one who had created the formula was dead, and now she could finally avenge herself.

Wouldn't they all be surprised that she had manipulated that egotistical fool, Harry Beldon, and the mortal nothing Striegau, into setting up kidnapping the mortal in order to achieve her purpose? They could do anything they liked, as long as she, Nazarone,* could dine upon the blood of the Russian…

Sensing her victory was near, the once stunning, now terrifying blonde mastermind laughed viciously, and prepared to make herself known…

A/N: "The Girls of Nazarone Affair" Season 1


	8. leethet

Alexander Waverly awoke with a start to the rattle of chains. He blinked; his eyes slowly adjusted to take in the sort of dank, stony dungeon usually associated with Victorian melodrama. Torches burned steadily in the corridor outside his gated cell. He sat up and affirmed that the chains rattling were on his wrists and ankles; not painful, but secure. He was still in his pyjamas, barefooted, and though he was cold and his head ached, he seemed uninjured. They had not, apparently, searched him or removed anything from his person.\

Smiling inwardly, he made himself relatively comfortable on the cot which was the only furniture in the cell. He scanned the walls and corners for the expected closed-circuit camera, and, when he located it, peered into it and declaimed:

"I demand to know who has brought me here, and for what purpose."

In a few minutes a small woman in a white coat, flanked by two hulks in black, appeared at the door to Waverly's cell.  
It took Waverly a moment to identify the woman.

"Dr … Egret, if I remember correctly?"

She smiled. "Mr Waverly. Head of UNCLE. Cut off the head, and the body dies."

"That may be true of an animal," Waverly observed drily. "UNCLE is hardier than that."

"We'll take the chance. First, of course, I'd like to ask you a few questions."

"You'll find me singularly uninformative."  
"Well, it won't be me asking," she said, indicating the two bruisers at her back. "These gentlemen are surprisingly well-trained in the art of persuasion. When they're finished with you, we'll eliminate what's left and THRUSH will sweep away the remains of UNCLE New York."

"Better organizations than THRUSH have tried," Waverly said. "In fact, it wouldn't surprise me to learn my people are triangulating upon your position even as we speak." He'd activated the tracer embedded in his school ring, of course, the moment he'd awakened.

"It would surprise me a great deal," Egret said with a wide, predatory grin. "Just now they're attending to other concerns. Such as a complete power failure, and a spectral haunting on a massive scale."

Waverly took this in in a flash, though he let none of what he was thinking show. Damn and drat. Until the power was back up at UNCLE no one there would receive his signal.

As Napoleon, Illya and the others stood frozen, a low gloating laugh floated through the control room, and the very air seemed to take on a subtle greenish glow.

Napoleon found he could breathe and move a little, as if he were fighting against a strong current or wind. He put his back into it and tried to move his body toward the open control room door. Illya and the others, taking his hint, leaned against the mysterious force as well.

The evil laugh returned and the door slid shut.

"Don't bother, Mr. Solo," came a voice as familiar as a Saturday matinee horror film. "I and my associates have control over this facility, and your fate. Complete control."  
Napoleon glanced at Illya. The Russian's scowl told Solo the voice was familiar to him too.

Against the closed door as against a film screen, a wavering image took shape – a tall black haired man, cloaked in black, his posture dramatic and proud.

"Now I shall have my vengeance – I and many of the others you have wronged unto death. Our masked avenger has taken your leader, and we shall deal with the rest of you."  
"Count Zark?" Illya straightened up, with an effort, and Zark sneered at him.

"Indeed, Mr Kuryakin. And I have an associate here with me who is most anxious to speak to you particularly." He waved an arm and beside him appeared a tall, shapely blonde woman, her face pale, her expression baleful. Her eyes focused laserlike hatred upon Illya.

Napoleon groaned inwardly. "Nazarone." Are we going to have to face the spirits of every foe we've dispatched? This will be one long night.

Illya confronted the spirits with … well, spirit, Napoleon thought. "I don't believe in ghosts. There is some sort of electrical field in this room, and I think you are part of it."  
"What you think," Nazarone sneered, "means nothing to me. I have longed for my time of vengeance against you. You will suffer a thousandfold what I suffered."

Zark chuckled. "The lady remembers you with great fondness, I see. As do I. Our masked avenger has brought us back from the other world to earn our vengeance, Kuryakin. You and Solo – and the rest of UNCLE – shall not survive this night."

"Who is this masked avenger of which you speak so melodramatically?" Napoleon asked. Even as he spoke he was fighting the strange force holding him in place. If Illya was right – and he usually was – this electrical field had to be generated from something and someone corporeal.

"Mask, mask," Illya muttered. "Beldon said something about that too. What does the word mean to you, Napoleon?"

Napoleon considered. George had managed to work his way between the two agents and the ladies – very gentlemanly, even if there wasn't really much he, or any of them, could do to protect them at the moment.

The light went on – figuratively – for Napoleon. "Egret."

Zark's grin broadened.

"Never mind about that," Nazarone said, inching sinuously forward, long-nailed hands shaped into claws as she reached for Illya. "Let me at him."  
Napoleon heard a faint click, then a hum. The greenish glow flickered.

Zark and Nazarone flickered.

Then the glow – and the ghosts – vanished.

Napoleon nearly fell over as the weird resistance field released its hold. He heard the gasps of the others, then a pool of light appeared as Illya flicked on a flashlight. It scanned the room, hit Napoleon, and Illya moved to him quickly.

"Napoleon," Illya hissed, "I'm more sure than ever this is some kind of electrical field being generated by someone who is emphatically not a ghost."

"What makes you so sure?"

Illya slipped a small boxy device from his pocket. "This is a portable EMC generator we have been working on in Section 7. I was able to turn it on – though it burned out immediately."

"Ah." Napoleon raised a brow. "Ha."

"Well, it's experimental. But I'm sure it was what dissipated that force field that was holding us. And the alleged ghosts." He nodded at the door. "We need to get the power back on. The interference fields our anti-monitoring machines generate should be enough to stifle these ghostly visitors permanently."

"Let's go." Napoleon looked at George. "Get the ladies back to the cafeteria and stay there. We're going to try to get the power back on."


	9. alynwa

They raced out of Waverly's office; George and the women headed straight to the cafeteria while Illya, at Napoleon's insistence, went back to the labs to see if he could get the miniature generator repaired while Napoleon made a beeline to Section III. If what "Harry Beldon" and "Count Zark" said was true and the Old Man was indeed in Dr. Egret's clutches, he would activate his homing device if he got a chance. If Illya could get the power back on, if only for a few minutes, they might be able to locate his position, but Section III had to have his ring's frequency pre – programmed so that no time would be wasted once the lights returned.

He stepped out of the stairwell and began walking briskly toward Section III's offices. Suddenly, the temperature dropped dramatically and he thought he heard something. He stopped and swung his flashlight up and down the hallway while his gun hand pulled his weapon from his holster. There was nothing.

A distinct growl came from behind him and he again pointed the flashlight in that direction. This time, he saw a mist that glowed white and then a sickly shade of green. Eyes began to appear, one set were adult height while another pair seemed to be knee high to the steadily forming apparition. Recognition came to him just as the second ghost started to solidify.

"Hello, Mr. Solo."

"Viktor Karmak*, as I live and you don't breathe."

"It's nice to be remembered. I hope you also remember my jaguar, Ving. You murdered him as well."

Napoleon glanced down as the now very real – looking, very _there_ cat. He still bore the scars on his arm where he had been bitten before he could dispatch Ving with a chisel. The hairs on the back of his neck rose as he recalled how something had grabbed his arm and hurt it earlier in the evening and he inwardly cringed at the idea of those claws and teeth upon his body again.

Karmak stepped closer. "Our hunt didn't exactly go the way I planned it, but it appears that we have a chance for a do – over."

Napoleon squeezed off a shot at Ving and though the animal or ghost or _whatever_ it was flinched at the sound echoing in the hall, it was unharmed.

"That wasn't very sporting, Mr. Solo," Karmak tsk – tsked at him, "but fortunately for you, I still have a taste for the hunt. You have fifteen minutes' head start before I unleash my cat to track you down." He bend down and stroked the jaguar's head tenderly. "He has a vendetta against you, too." He began to fade away as did the animal. "Remember, fifteen minutes," he said and then he was gone.

 _Oh, Partner Mine,_ he thought as he continued on his way, _Get that damned genny working!_

"Slater!" he yelled as he entered Section III.** "Where are you?"

"Back here!" came the answer. Napoleon went back to the section's surveillance room where Slater Gray, Number One, Section III was monitoring the camera screens. "I don't understand, Napoleon. The phones are off and on and so are the cameras and even the communicators are iffy. I've been getting sporadic reports of paranormal activity which I just can't believe. I think the combination of the blackout and Halloween has given people a massive attack of the willies."

"It's more THRUSH than paranormal, Slater; you're right about that, but apparently, one of their crackpot scientists with a penchant for the supernatural has developed a way to utilize energy to make it seem like we're being haunted. I've run into some 'ghosts,' for lack of a better word, that I really didn't want to see."

"Nothing is showing up on the monitors."

"Doesn't surprise me. Listen, this attack was just a diversion so that Mr. Waverly could be kidnapped."

" _What?_ Who told you that?"

"You wouldn't believe me, but I have reason to believe it's true. I need you to program a computer to pick up Mr. Waverly's ring's frequency."

"I can do that, but the emergency power is weaker than usual so we really have no range."

"Illya is working on restoring power as we speak." _Or at least, I hope so,_ he thought. "In the meantime, get a computer ready."

"Okay," Slater replied as he got up to go to the Computer Room. He lifted the handset of the phone on the desk. "Hey, got a dial tone!"

"Give it to me," Napoleon said. He immediately dialed Mr. Waverly's house.

"Hello? Alexander?"

His heart sank as Mrs. Waverly had just answered his unspoken question. "No, Ma'am, it's Napoleon Solo. I'm sorry to be calling so late…"

"It's fine, dear boy. I thought you might be Alexander calling to let me know when he's coming back home."

"Oh? You were awake when he left?"

"No, actually. I must have been more tired than I thought. I went pumpkin picking with the great – grands, you see. I usually wake up when he gets out of bed, but I slept right through it tonight."

"I'm sure he didn't want to disturb you," Napoleon said. "He asked me to call and tell you not to worry, that he had to come back to the office for an emergency conference call and he should be home tomorrow."

"Thank you for telling me, Napoleon. I don't mean to seem rude, but I'm still very tired…"

"I understand. Goodnight, Mrs. Waverly," he said before replacing the phone back in its cradle. He prayed that his lie would become the truth soon.

Just then, he began to feel cold air and he heard snarling close by. There was just enough light in the room to cast shadows everywhere and it seemed like they all moved when he began to inch his way out of the room backwards. "Slater? Slater!"

"What is it?" Gray demanded as he neared the CEA. He pulled his weapon when he saw Napoleon with his. He grabbed a flashlight and turned it on just in time to see an angry looking cat in a hunting position; low to the floor, teeth bared and moving closer, rear legs wiggling in preparation to pounce. "Oh my _God!"_ he screamed just as the animal, roaring, launched itself straight at Napoleon.

It seemed that everything slowed down: Both men began firing frantically at the animal when it flickered and was gone. Just like that. One second, it looked like certain death and the next, Napoleon and Slater were alone.

The rush of unused adrenaline caused both men to sag into chairs where they trembled for a few seconds before Slater managed to say, "What just happened? I saw a leopard, I heard a leopard, I _shot_ at a leopard! It was there and then it just… _wasn't._ Am I going crazy?"

"If you are, all of UNCLE New York is going with you and for the record: That was a jaguar named Ving or some kind of manifestation _of_ Ving."

The CEA's communicator began to trill and he answered. "Solo."

"It is I, Napoleon. I was able to get the mini – generator to work again, but only for a moment."

"Illya, my boy, whoever said 'Timing is everything' definitely had you in mind."

"You will have to explain that to me later. I think I might have solved the problem I am having with this thing. Are you in Section III?"

"Yes and Slater has the tracer's frequency programmed to work as soon as we get power. Good luck. Solo out." He disassembled his device and replaced it in his pocket. "Seems like it's up to Illya now," he said to Slater. "I feel like we and Mr. Waverly, are running out of time."

*the villain in "The Deadly Quest Affair"  
**my original character from my tale, "Like a Phoenix from Ashes"


	10. otherhawk

The generator sat stubbornly inactive in spite of all evidence that told Illya it should be working right now. He had spoken the truth to Napoleon a moment ago; he thought he knew what the problem was, he just didn't know what could be causing it. His earlier attempts at fixing it suggested that the power was being drained the instant it was generated, though he had no idea by what...or whom.

Still, causes could wait until later, right now it was more important that they get the power back up. Right now he was operating on the hypothesis that the power was being drawn away, and he was willing to bet that with the proper shielding he could protect the generator from whatever was happening. Of course, there was still the possibility that the power would be sucked out later down the line, but as long as they had enough time to track Mr Waverly's homing device that wasn't important.

As he remembered there was a new type of shielding they had been working on in the lab to block radio transmissions. There should be enough to surround the generator.

He hurried to the lab, only to find a crude barricade erected across the door. Hmmm. Evidently not everyone had found their way to the cafeteria. It would perhaps be wiser to call out before approaching. "Hello?"

A metal spar sprang out of the barricade, narrowly missing his head.

He sighed. "Itis I, Illya Kuryakin. Let me in."

There was a pause and then he heard Dr Baitman's quavering voice. "Kuryakin? What's going on? What's happening?"

An excellent question. He decided to stick to the immediate. "I need the shield panels Dr Montgomery was working on in order to restore the power. I am coming in."

He shoved his way past the barricade with little effort. Dr Baitman was standing there with a broken glass flask in his hand, thrusting it out in front of him threateningly. For once, surprisingly, he actually looked pleased to see Illya – or at any rate, relieved.

"It _is_ you," he said.

"Yes," Illya agreed, limping swiftly towards Dr Montgomery's room.

Baitman followed close on his heels. "I saw...I thought I saw..." He broke off, mopping his brow. "There's no such thing as ghosts."

"No, but THRUSH seem determined to make us think otherwise," he said absently, gathering up the panels. A dozen should be enough. "Here," he said, thrusting half of them into Baitman's arms. Since he was here he might as well make himself useful. "Come with me."

To his mild surprise, Baitman did so without so much as a murmur of protest. Normally he would have expected some sort of diatribe on the high-handed ways of Section II. "What did you see?" he asked, curious as to what could have made the man so afraid.

"What I _thought_ I saw," Baitman corrected him with a hint of his usual disdain. "Evidently it was a trick of some kind. Some sort of electro-magnetic resonance no doubt. But his voice...the things he said..." He shuddered.

Beginning to haul panels into place around the generator, Illya tried to be patient. "The things _who_ said?"

"Riley." Baitman's voice was a whisper. "I doubt you remember him, but he used to be my friend. Or at least I thought he was. We joined at the same time – UNCLE, I mean, we joined UNCLE. I didn't know he was THRUSH. I _couldn't_ have known." His tone was pleading. Unconvinced.

Illya paused for a second, turning to look at the man. They might not get along but he'd never had any cause to doubt the scientist's loyalty. "Riley deceived everyone," he said matter-of-factly. "You could not have known." But clearly Baitman had been carrying this guilt and self-doubt for a long time.

And that raised an interesting point. He frowned as he worked, thinking furiously. If this was a THRUSH trick then it would have needed a lot of inside knowledge to pull off. All the spectres he had seen had sounded as he remembered them, and they had known things regarding the manners of their deaths that could surely have only been gleaned from UNCLE files. And whatever was the mechanism for the power drain and the 'ghosts' would also surely have had to be planted inside headquarters. Mr Waverly was the priority, but there was more investigating to be done here.

He rubbed absently at the bump on his head, the headache a nagging background note as he stood back and looked at the now shielded generator. "Let us hope this works, "he remarked, reaching for the switch.

He was stopped by a sharp intake of breath from beside him. Instantly he turned his head to see Baitman staring wildly past him, his face pale, his mouth quivering. Ah. He spun round in time to see the sickly green figure forming into the shape of a woman, primly dressed and genteel, a patient little smile on her face as she gazed at him.

Mother Fear.

"Hello, there dear," she crooned. "It's been a long time, hasn't it?"

Almost out of his control, heart hammering in his chest, his hand slammed into the switch. The generator kicked into life immediately with a loud humming noise, the main lights sprang to life, and the shape that _absolutely wasn't_ Mother Fear crackled and disappeared into nothing.

He took a deep breath. And another. "Well, that appears to have worked," he said steadily.

"Yes indeed," Baitman agreed hoarsely. "I told you ghosts aren't real."

Or perhaps ghosts just didn't like too much light. No. No, he shook his head, drawing out his communicator. "Napoleon? I have got the generator working again."

A long moment passed without any response. Then, "You'd betterget up here. Right now"


	11. avirra

"You'd better get up here. Right now."

Illya didn't even take time to respond before he rushed out of the room. As for Baitman, despite his mantra that ghosts weren't real, he was close on Illya's heels. He wasn't about to be left behind in case Mother Fear (or whatever that thing was) made another appearance.

Meanwhile, back at the Waverly home, Mrs. Waverly woke with a start, much more clear headed than she had been when Napoleon's call had pulled her from sleep. The slight headache plus the fact that she was normally a light sleeper made her suspicious. It only took a quick glance to tell her that Napoleon had lied to her.

Alexander Waverly was, as his wife knew full well after many years of marriage, a creature of habit, at least inside the walls of their own home. His slippers were still beside the bed and his robe, like her own, was draped on his side of the cedar blanket chest that was at the foot of their bed.

Not far away was Alexander's valet chair – a lovely piece of sturdy oak furniture with a dark leather padded seat. His suit for the day was still there with his shoes tucked neatly underneath. She pulled on her own robe and quickly opened the drawer that was underneath the seat and felt her heart sink even more. Alexander's wallet, favorite pen, and pipe pouch were all still neatly in their places inside the drawer.

Her first thought, to call Napoleon back, was quickly dismissed. Illya was also dismissed as he was bound to already be with Napoleon and quite busy. Her fingers rapidly dialed up the next in line – April Dancer.

April was soundly asleep, hugging her pillow tightly. She and Mark had finished up an overseas assignment and flown back the morning before. Mister Waverly had been kind enough to say that, since their mission had been a resounding success, their paperwork could stand to wait a day and that they should get some sleep. As sleep had been in very short supply, neither she or Mark argued. Between exhaustion and jet lag, by the time the jangling of her phone penetrated her brain, April had been sleeping like the dead for nearly fourteen hours.

"Hello?"

"This is Mrs. Waverly, Miss Dancer. I suspect Mister Solo is already aware and thinks he is being kind by not alarming me, but Mister Waverly is missing and I suspect he was taken from our bedroom while we slept."

That brought April to full alertness faster than a cold shower could have.

"Are you alright, ma'am?"

"A bit of a headache, but nothing worse for myself. There is a scent I don't recognize in the air, so I would venture to say a gas of some sort was used to keep us asleep. By the way, dear? If you would be so kind, I want you to verify the names of the agents that were assigned to us tonight. If they are still alive and not incapacitated, we will be having a lengthy chat with them once Alexander has returned."

April winced in sympathy for whoever those agents were. She remembered Mark's reaction to being on the wrong end of Mrs. Waverly's protectiveness over her husband. Deciding to jump off the deep end, she cleared her throat.

"If you'll pardon my asking, why do you think Mister Solo already knows?"

"Because he lied to me, my dear. And unless you believe that I've gone dotty enough in my old age to believe that Alexander would leave to take an emergency conference call – one that, might I add, he could have taken over the secured lines here – in his pajamas without even his robe or his slippers?"

April didn't hesitate.

"No, ma'am. I see what you mean. I will send a team out immediately to see how the kidnappers got past your home's security. Mister Slate and I will contact Mister Solo to see where he needs us to find Mister Waverly."

Satisfied that the top agents would be looking for her husband, Mrs. Waverly nodded to herself.

"Excellent, Miss Dancer. I shall expect either my husband or a progress report by lunchtime. Now, I will get dressed to get ready for the investigation team's arrival and allow you to take care of rousing Mister Slate."

"Yes, ma'am."

As soon as the dial-tone returned, April dialed Mark, finding her partner had already been awake for about an hour. He promised to pick her up shortly and to have a stout cup of coffee waiting for her in the passenger's cup holder. They decided to wait until they were together to contact Napoleon so that they could hear the details of the hunt for Mister Waverly at the same time and be ready to go wherever Napoleon needed them to be.


	12. selyndaep

Despite having dressed in record time, April had just fastening her hair back with a large barrette when she saw Mark pull up in front of her building. She grabbed her purse and London Fog raincoat as she slipped out the door, pausing just long enough to set the alarm system before hurrying down the steps from her second floor apartment.

Mark leaned across to open the passenger door for her, giving his attractive partner a quick once-over as she tossed the coat in back. "Coffee as promised." Grinning at her heartfelt expression of thanks, he murmured, "That's a smashing look, by the way."

He watched her settle in before putting the sleek red Charger into gear and pulling out into the street.

April glanced down at her mustard wool bell bottoms, soft shimmery blouse in copper, and sleeveless v-neck sweater in variegated reds and yellows. Chocolate brown boots just over ankle high completed the ensemble. "Thank you, Mark. I try." The fortifying aroma of coffee drew her eyes back to the cup holder. Picking up the large cup, she inhaled deeply before taking a cautious sip of the hot brew. "Just what I needed! Thank you."

"We'd better report in, Luv." Mark braked sharply as a car pulled out from an underground garage without regard for possible traffic. It was most likely a rude and careless driver, but… Tonight's events had everyone on high alert. Wordlessly, April pulled her Special out of her purse as the British-born agent did some sudden turns and detours for a few minutes. Not seeing any tail, he smoothly brought the car back on route for headquarters. Occasional flashes of lightening highlighted the buildings and streetscape of Manhattan wet and shiny from the recent deluge of rain.

As they rode along, April tried contacting headquarters. The static with what could _possibly_ be voices stopped abruptly leaving an ominous silence.

"Open Channel D!" Shaking the pen, she tried several more times, before disassembling her communicator pen in disgust. "I can't imagine why I can't get—"

Her jaw dropped as Mark slammed on the brakes, the car skidding on the slippery road. All of Manhattan was lit up as usual, except for the block of brownstones which were completely dark!

Driving slowly to avoid plowing through the large puddles, they drove past Del Floria's. Not only was the building dark, but one of the windows had been hastily boarded up. As they continued around the corner, they were astonished to see the flashing lights of a fire truck as well as a couple of police cars. As he slowly nosed the car near one of the men directing traffic, Mark started to roll down his window.

"Mark, _down_!"

They ducked, just as the partially-opened window shattered, along with the passenger window! April, Special in hand, gave an answering shot to the bogus policeman. She saw him stagger from the hit, but he must have been wearing a vest since he pulled his gun back up to fire again.

Mark, punched the gas pedal and sped away, skidding around the corner in a squeal of tires.

Driving evasively, they managed to slip out of Manhattan and into New Jersey until they finally pulled in an all-night diner truck stop. Ducking down low in the seats, the car shut off, they waited to see if there were any sounds of pursuit. Finally, after a time, the agents drew a cautious sigh.

April gave the trucks an appraising look. "I think we're going to need more coffee."

Her partner cocked a questioning eyebrow.

"We need another way in!"

Illya slowly made his way from the lab back to the main computer room, Baitman following closely with the powerful flashlight. At least it used to be powerful. Now it seemed to flicker in and out as it was aimed more or less at the floor ahead. He paused a moment and glanced back at the scientist. The man's complexion looked pasty in the reddish glow of the fading emergency lights and the flashlight jerked around in his unsteady hand. If he hadn't been so anxious to reach his partner as well as struggling with an injured ankle, he'd have shooed the frightened man into the canteen where most of the people were staying. Food, coffee, and above all, company, would go far to bolster up the nervous…

Well, they were almost there. _Strange how much farther this seems tonight._

As they rounded the corner they spotted Slater standing guard just outside the main computer room. Even in the dim lighting they could see the agent relax slightly as he identified the men.

"Napoleon inside?"

Slater nodded as he took a deep sigh of relief. "He's trying to get a fix. Cripes, this has been one crazy night! All those crazy Whozzits... We were even attacked by one of 'em…a leopard, no, jaguar."

Illya quirked a tiny grin. "So that what Napoleon was talking about."

Slater ran a hand over his army brushcut. "Yeah. The big cat disappeared just in a nick of time."

Glancing across the hall through the bulletproof glass at the darkened bank of computers in the communications center, Illya felt a cold chill skitter across the back of his neck. His eyes darted around, but he could see nothing. "So, you able to get power up long enough to get Waverly's signal?"

"It came up for a couple of seconds. Long enough to get a general area, but we couldn't narrow it down less than a 20-mile radius."

"I'd better see if I can help—"

He stopped abruptly at the expression on Slater's face and spun around. The cold was more pronounced as the hallway began to fill up with swirling fog. As they stared, the fog began coalescing into a shapely woman with carefully styled black hair. Her features began to sharpen in her pale complexion.

Illya stared a moment—the woman was very familiar, but who…?

 _Lucia Belmont!_

The ghostly image grinned evilly and melted through the door into the main computer room. Instantly, Kuryakin reached for the sliding door's override. _It wouldn't turn!_ Slater lent his bulk to trying to pry open the door.

It wasn't going to work.

Illya leaned to the door and shouted, "Napoleon! I'm going to blow the door. Stand back!"

Swiftly pushing a rope of malleable explosive into where the door met the wall and inserted a short fuse. They stood away from the door, standing on both sides. Slater pulled Baitman against the wall as Kuryakin pressed his watch to activate it. After a couple of sputters, the fuse was lit and moved into the explosive…and died!

The agents turned to look at the unscathed door.

"That can't happen," muttered Illya.

"I have another fuse." Slater suited action to words and started to reach for the device when—

"Wait! Get back!"

Illya's shout came out the same moment the blast happened, the concussion flinging Slater to the floor.

There was a small hole in the door. Illya's eyes flicked from it then over to the fallen agent and back to the shaking Baitman. "Take care of him."

Baitman looked stunned.

" _Now_ , if you please!"

Baitman scurried over to see how he could help the man groaning on the floor. The man was bloody, but still alive and moving. Illya caught Slater's eye as he pulled out his communicator to call for assistance. "

"Kuryakin. We need a medic down by the Main Computer room. Agent down."

A crackle. _"_ _This is Kovan. With the elevators out, it'll be a bit. How critical?"_

"It's bad, but not too bad…" Slater was holding his shoulder.

Illya gave a short nod. "Slater was hit by the concussion of a door blast. He's conscious and holding his shoulder. I don't see a lot of blood."

 _"_ _I see. Okay, keep him calm. We'll be there as soon as we can."_

Illya recapped his communicator. "Baitman will stay with you while I check on any progress Napoleon has made." Suddenly worried since he hadn't heard anything from his partner after the blast, he quickly ducked down and squeezed through the small opening into the room.

Except for a single pulsing light on the mainframe of the computer, the room was completely dark. Flicking on his flashlight, Illya played the light around the room. And moved it around again, this time more slowly.

 _Napoleon was gone!_


	13. ajb4

Something reset in Illya's mind with the realization of his partner's absence. He flicked off the flashlight to save the battery and sought a reorganization of events in the meager pulse of the mainframe light. Enough was enough. It was time to line up known facts and summarize, because their current actions were getting them nowhere.

First: The cascade of events were designed to put them off balance, and the resulting distraction allowed the abduction of Mr. Waverly.

Second: Their running around putting out all these small fires was exactly what was intended. It was time to turn the tables and stop reacting - now was the time to become proactive.

Third: The building was compromised - the effects he'd seen had taken a lot of power to both develop and institute. Power was the key, central to everything.

Fourth: There was nothing in their training to handle this situation. The only power not corrupted was brainpower.

The first priority was to recover Alexander Waverly.

With his thoughts in order, Illya took a step back, turned on the flashlight and carefully studied the room's every detail. If Napoleon's train of thought was on the same track, what would be his first step? Per their training, that step would be to escape.

With this in mind, he angled the light up and noted a shift in a ceiling panel housing the air shaft - the size of the shaft being a long time security concern they'd discussed before. A crooked smile touched the corner of his mouth; he and his partner were on the same wavelength. He was looking for Waverly, and now Kuryakin knew exactly what his own role was. Illya turned and strode from the room and knelt by Slater.

"Can you move?"

Slater grit his teeth and sat up with a groan. "I'll do my best."

"Can you get to the ammo room and load up with portable explosives? We will need to blast doors to get outside since the power is compromised."

The injured agent nodded once. "When Security gets here, we'll proceed. Where do we take them?"

"Bring them to me in the labs." Illya stood, cocked his head and pointed at Dr. Baitman, shivering against the hallway wall. "You, with me." Kuryakin took a step, immediately noting that Baitman hadn't budged. He grabbed the Doctor's arm and dragged him in his wake. "Don't dawdle."

Sputtering, Baitman found his feet and followed, waving his sorry flashlight ahead. They turned a corner and ran into a pair of wide-eyed Security officers. Illya recognized that they, too, were woefully unprepared for the things they'd faced, and stopped them to focus their efforts.

"You help Slater back there," he pointed behind him and then turned to the other officer, "and you head to the map room. I have no doubt Solo is there. When he's finished, both of you join me in the lab. Now go."

With relieved nods, the men split to follow the much needed orders. Illya noted that they, too, seemed glad to finally have some direction.

"Let's go." He continued down the hall with Dr. Baitman.

"What's your plan?" Baitman puffed, sounding a bit more focused as he gathered his scattered wits.

Illya's voice dropped to the point where Baitman had to strain to hear. "I am sure we are being monitored, so I will be brief. Remember Dr. Brown's Flux Capacitor?"

They jogged through strangely empty corridors, their weak flashlights barely lighting the way. Illya acknowledged the occasional agent guarding doors with a simple nod as they moved past them. Baitman's mind clicked into gear as they travelled. The device Kuryakin mentioned was under construction, based on some papers retrieved from a home in Hill Valley, California, in the 1950s when a Dr. Emmitt Brown disappeared under mysterious circumstances from a makeshift lab in his home. There were many interesting devices in the shop, but the most intriguing item was a drawing of what was labeled as a "Flux Capacitor".

"You've thought of a use for that?" Baitman whispered.

In the darkness, Kuryakin's quick smile brightened the mood. "Oh yes. It will need some modification, though. That's where you come in."

*******

Napoleon dropped from the air vent onto a long table, and his feet flew out from under him scattering papers like wind- blown leaves. He landed hard on his butt. "OOF!" he breathed, bracing with his arms to keep from toppling off the surface. He took a moment to ascertain that no ghostly figures had followed him.

As soon as he caught his breath, he rolled aside and made his way to the large wall map of New York. He dug his failing flashlight from his pocket and shined it on the map, taking a second to mourn the frayed spot on his sleeve from the brief yet painful encounter with the ghost of Lucia Belmont. Where ever these entities were getting their power, it was enough to sting.

"Let's see," he muttered, his finger hovering over the map. Although the glimpse he'd seen on the computer monitor of Waverly's location was a vast area, he also recognized that it was in a rugged area outside the city. The map showed open land, public parkland, and mountains. As he studied the area in flickering light, he combed his memories of past cases and associated addresses. None were in the area indicated. He reordered his thought process.

Whoever had Waverly was orchestrating this attack, that much they knew from Beldon's "ghost". All of this was a very busy distraction that required substantial power to both build and initiate. His eyes scanned the area, dismissing those that were undeveloped. He also applied his known capabilities and past performances of Waverly's location device, and shaved off another section. He was left with a remote valley that offered about three square miles of useable land and also happened to be in the path of major power lines.

"Voila," he muttered. "That would supply enough juice."

Napoleon felt around for a magnifying glass and found one in the desk of Maisey Oden, a mature woman who was vain enough to avoid glasses of any sort. He snorted at the find - it wasn't really a surprise. He caught her once or twice trying to hide the glass when he'd arrived unexpectedly. He turned Maisey's glass on the map and in the sputtering beam of his flashlight, found what he sought. His light died at the same time someone pounded on the door. Ghosts didn't bother knocking.

"Agent Solo?" a voice called. "I've been sent to help!"

Napoleon grinned. Finally, things were going his way.

********

Working from memory, Illya dragged what he needed from various parts of the lab. Baitman, busy making a copper coil that dwarfed the room, eyed the items as they were assembled. He, too, had no doubt that they were being monitored, so as Kuryakin requested, he kept quiet. Finally, though, his scientific curiosity overwhelmed him, and he stopped and sidled up to the busy agent.

"You're modifying it?"

"Yes," Illya said lowly. "I am configuring it to be a Flash Capacitor. Fluxing energy won't work. I need an instant flash." Nimble fingers soldered wires from the harvested computer capacitors, daisy chaining them together. A row of generator batteries stood by, ready to be added to the line.

"You will need a switch, right?"

"With a timer, yes. We need to have some distance when this engages."

Baitman studied the set up for a moment, then his face brightened. "You're making a . . ."

"Quiet!" Kuryakin snapped. Then he leaned in and whispered, "I've grown tired of being herded like a sheep, and we don't have time to locate their device. Kill the power, kill the device. An electromagnetic pulse is the only answer."

"But we won't have power, either," Baitman pointed out.

Illya reached for the copper tail of the coil and began soldering it to the capacitor. "Even playing field, then," he stated flatly.

*****

Between the two of them, the less than sturdy door to the map room finally gave way to Solo and the Security officer. They then jogged through the halls toward the labs.

"What next?" The officer asked as they followed his light beam.

"If I know my Russians," Solo replied, "I'm sure the next step will be somewhat explosive."

"Good to know, sir." The officer sounded apprehensive.

They reached the lab and stepped through the demolished doorway. Solo eyed his busy partner. "Looks like you have a plan?"

Illya stepped back, dragging Baitman with him. "Yes. You know where Waverly is?"  
"I have a good idea, yes."

Just then, Slater and the other Security officer rounded the corner. The officer carried a large bundle, and Illya took it from him and split the explosives with Solo. He quickly summed up his expected results, and made sure the officers knew what their jobs were in the aftermath. Then, he flipped a jury-rigged switch.  
"Then let's go," Illya said. "We have five minutes to clear the area." He directed Slater and the two Security men to clear the floor, then, hugging the bundle to his chest, indicated to Solo that it was time to leave.

"Tired of being pushed around?" Napoleon asked, his tone amused.

"Most definitely."

They hit the stairwell and made it to the bottom floor before encountering apparitions.

Mother Fear coalesced from a dark fog, shoulder to shoulder with Navarone. Both sets of eyes glowered with hatred. Navarone lifted an arm and a bolt shot from her fingertips toward Illya. He ducked, but the strike to his shoulder bounced him off the wall. Somehow, he managed to hang on to his explosive bundle.

Solo, well aware of the explosives clutched to his own chest, prepared to evade, but the vengeful specters remained focused on Kuryakin and all he could do was watch in horror.

Mother Fear took a step toward the downed agent, raised her arm, and a sparking, crackling version of a bull whip circled once before uncurling toward it target. The tip flashed blindingly when it connected with Illya's hip, and he yelped in pain. The specters smiled evilly, and the whip curled back for another strike.

Suddenly, an odd, hard thrum shook the walls and massaged Solo's bones, and then, in an instant, the spirits blinked out of existence and the halls became shrouded in blackness. All power vanished.

Solo paused a moment to orient himself. "Illya?" he called. "ILLYA?"

A low groan preceded rustling noises as Kuryakin moved, and he gave a gritted reply. "Stop shouting."

Solo made his way to his partner's side and pulled Illya to an upright, seated position. "You okay?"

"I will be." He shifted to stand, hissing.

"Good thing they missed the explosives."

"Small favors," Illya growled.

"I take it that you are responsible for all this darkness?"

"Yes. I managed to assemble an EMP. All electronics in the area are non functional."

Napoleon helped him to stand and they felt their way to the exit. "Whatever that is, it evened the playing field."

"That was my thinking, yes."

"Glad to see you are finally thinking like me." He couldn't see the withering look sent his way. Napoleon gathered the rest of the explosives from the floor. "We'll need to blast through two doors to get outside. You've done your part, so now its my turn to have some fun."

"Fair enough."

Napoleon blasted through two doors and a closet wall to make it into Del Floria's small shop. When they peered through the remaining window to the outside, they could barely made out the Thrush-armed, fake police outside. It was as black outside as it was inside, and the group milled around in confusion, reluctant to enter the shop.

"Looks like your power play took out more than the building," Solo murmured.

Illya squinted. "Huh. I might have over played my hand."

It was total darkness as far as their eyes could see. The one positive for them was that the night vision devices on the Thrush rifles would be useless. The two agents pulled their weapons. Illya moved stiffly and still lacked complete use of his left arm.

"Ready?" Napoleon whispered.

Before Illya could reply, gunfire erupted outside. The Thrushmen regrouped and scrambled for cover. The two agents broke the glass and joined the fray, driving the henchmen back. Solo saw muzzle flash to his left and swung his gun arm around.

"Whoa, mate!" Mark's familiar voice penetrated the darkness. "Good guy!"

They managed to drive off the opposition and in the sudden quiet, April called to them. "Come on out!"

Napoleon and Illya staggered through the doorway and up the flight of stairs to the street, where they met April and Mark. It took a minute to ensure their well being and relative safety, and then Napoleon briefed the newcomers on the events of UNCLE HQ.

"You did this?" April asked, waving at the dark street.

"Yes, and we are now free to recover Mr. Waverly," Illya said.

She looked at him for a long second. "You have no idea, do you?"

Solo frowned. "About what?"

"The entire city is out, along with the main power station two blocks over. It powers the Eastern seaboard."

It took a moment for the gravity of the situation to sink in.

"You get the paperwork on this one, Tovarich," Solo said to his partner. "Now let's get Waverly and go home."


	14. girl in the glen again

A grim resolution had set in among the agents. Mr. Waverly was in the hands of the enemy, one as yet unknown to them as they headed away into the darkness of a night made more eerie even than what they had encountered within headquarters. The blackout was going to be the talk of the nation as experts looked for the source, something only the U.N.C.L.E. could explain, but never would.

After the initial reaction to being in the dark, a chain of command had been restored as Napoleon began to bark out orders to agents and support personnel. This night would not end as it had begun, Napoleon would not let it happen; not on his watch. As he directed people to their tasks, Illya was assembling weapons and explosives. Mark and April were each handed a duffle bag filled with enough fire power to take out another coastline.

"Illya, we don't even know where we're going yet, do you think…?" April didn't get to finish her sentence.

"Exactly Miss Dancer. We do not know. We do not have a location fixed, nor do we know how many of the enemy we will encounter.' Illya was hurting, both physically and professionally. This nightmarish encounter had cost all of them something, and still Mr. Waverly's life hung in the balance. Even so, April was on _his_ side.

"I am very sorry for that, please …" April touched his lips with a fingertip.

"No apologies necessary, Mr. Kuryakin." The smile brought him back to a present reality where everyone had survived and they would succeed on their mission.

The moment passed quickly when Napoleon reappeared, his hair askew from the night's activities and his mood still on point as CEA. Time was getting by them and the plan was not yet solid. And he had questions for his partner.

"A Flux Capacitor? What the heck was that thing?' Napoleon was willing to believe that his partner could black out the entire Northeastern coastline of the United States, but what he couldn't swallow was some looney tune contraption that sounded like something from a Warner Bros. cartoon.

"It was something retrieved out of a science journal, of sorts, and it did the job. That really is all _you_ need to understand.

"I just can't fathom how you managed to cause a complete blackout ... it's never simple with you." Letting off steam at the expense of one's partner was a reasonable exercise. At least Illya hadn't called anyone a blockhead yet.

"Look you two, just let's settle on the fact that Illya has caused something that will be headlines tomorrow, and get on with finding our boss. Mr. Waverly is waiting for us." April had the temerity to be level headed among her male counterparts.

"Hmmm... You're absolutely right April.' Napoleon had others to consider, confidences to build, or rebuild. "We have the area confined to less than a square mile, and sitting precisely in the center of that is, oddly enough, an abandoned castle."

They visualized the potential for madness beyond what they had already experienced. Leave it to THRUSH, or one of its architects, to do business in a used castle; it was probably complete with a dungeon and all sorts of devious machinations.

"Look, just… well, let's not think the worst just yet. Mr. Waverly is a capable agent in his own right. He didn't get to where he is by being an easy target. My money is on him to be at the top of his game, no matter who's holding the key to the castle."

Napoleon spoke with a confidence he didn't truly feel, but that was his job; optimism was how he got the job done.

"I think we should take the helicopter, try to get to the location as quickly as possible." Illya was the most capable pilot, but in the dark without any points of reference visible, it seemed risky.

"It's so dark… Sorry, but… Can you tell where you're going without any landmarks or lights visible?" April wasn't a pilot, but the others were. If they thought it could be done then, she would have to go along, literally, for the ride.

"Traffic is bound to be snarled up, we'd never get there in time… well, it would take longer than we want it to. We can send teams by car to our location. Mark, put those together for me.' He turned to his friend with the final question. _"Illya?"_ Napoleon knew the hazards, but Kuryakin was a capable pilot, and between the four of them the navigation would be both visual and with instruments.

"I'll get the chopper warmed up." With that he sprinted away, heading up the stairs to the roof. The others would be right behind him as they began the journey to find Alexander Waverly.

Alexander Waverly was having a cup of tea with Dr. Egret. Not even her hard heart was capable of denying the old man some bit of comfort on the dawn of his last day on earth. She had decided to use her own charms in an effort to gain some information; something her henchmen had not succeeded in doing.

Alexander was seated on his cot, a delicate cup of bone china held in his hand. The tea was very good, a pleasant surprise from an altogether unpleasant woman. Her various disguises had been of glamorous, beautiful women; he was chagrined somewhat to find this current look slightly less attractive, as though he did not merit her best effort.

Still, the tea was good and the conversation informative as he prodded her concerning the Hierarchy's plans for world domination. One thing was certain, a THRUSH would always sing its own praises.

"So, it would appear to the casual observer, my dear, that your people are somewhat stunted when it comes to this little plan of yours. Certainly you don't expect world leaders to simply roll over, as it were, and play dead. I'd say you have a fight on your hands." He smiled sweetly, the affect of a dottery old man to his advantage in the current situation. Dr. Egret was, like most THRUSH, narcissistic and short sighted in spite of their big plans. None of them could see past individual accomplishment and the commensurate rewards.

Egret looked at the man in her dungeon and tisked at his naive outlook. These types never learned, it would always be the strong and violent who would rule the world.

"Dear Mr. Waverly, you think us fools for attempting to shape the world to our own design? The entire history of man is fraught with such, and we are merely the latest, and perhaps the greatest of those who would dare to do what others only dream of. My colleagues and I intend to rule all of mankind, for we are superior to you… to all of you."

The woman's demeanor took on something akin to wistful, her eyes misted over and the bottom lip quivered slightly. It was a truly emotional tribute to … herself. She was beside herself really, so full of admiration and self love. Waverly was astonished to witness it, and almost missed his opportunity to seize the moment when the woman lost sight of him as she waxed poetic about the Hierarchy and its lofty, albeit criminally insane, ideals.

While Egret looked inward at her future glory, Waverly tossed the contents of his cup into her face. She gasped for air, shocked into a stupor that allowed Alexander to land a perfect right hook that knocked her out cold.

"Kidnap me in the middle of the night, in my pajamas… humph.' Not that he was prone to embarrassment, but the indignity of it was a nuisance.

"Help, help!" He began to cry out, anticipating a guard's entrance, which was exactly what happened. Waverly let him see Egret before knocking the man out with the teapot, a heavy bit of pottery he thought well suited for the job.

It was possible someone else might come around, but he'd had the impression that the support here was limited. Egret's presence indicated that she was operating this without back up from Central, perhaps in an effort to gain attention and power as a result of this gambit.

Waverly lifted up the meager mattress on his cot to find it supported by rope that was tied and strung on the frame. He quickly untied and removed the rope, using it to bind the hands and feet of Egret and the guard. He worked quickly, defying both his age and the lack of sleep. As he worked, the head of UNCLE Northwest wondered where his agents were.

He might just have to rescue himself.


	15. the conclusion by mlaw

THWUP-THWUP-THWUP-THWUP-THWUP-THWUP...

The helicopter blades slowly cut the air as they moved in autorotation.

Kuryakin was at the controls, warming up the Bell helicopter as he waited for his partner, Dancer and Slate to arrive. He knew the layout of the immediate structures on the block that housed the UNCLE complex and he could picture it in his mind's eye, but after that it was going to be tricky.

It had been quite some time since he'd piloted a chopper from the roof of headquarters. It was different when you were at the controls as opposed to being a passenger, and for that reason Illya reminded himself to pay greater attention to his surroundings in the future, especially above New York city.

After ascending he would have to use the spotlights and a compass, as well as carefully monitoring the altimeter to maintain a safe height. The buildings he'd have to be wary of were the Empire State, the Chrysler, 70 Pine St. and several of the structures on Wall Street, to name just a few. He had no idea where the homing signal would take them and hopefully he wouldn't have to fly anywhere near those structures. So far the signal from Waverly's homing device remained steady. The only way to zero in on it however, was to fly in circles until the signal increased in its intensity and speed.

After stowing the bags with enough explosives to take out the entire east coast, the others boarded the chopper. Once they were seated with their headphones in place, it rose into the darkness.

"Cor, I always hate that feeling," Mark said," it's like I left my stomach somewhere on the ground."

"It'll pass,"April said."I used to hate it too, but now I don't even think of it." She looked out the window thinking it so strange to see almost complete darkness in the city. The only light sources now were the headlights of cars caught in traffic jams on the streets below, as well as the flashing red and blue of police cars and fire engines.

Little did they all know that besides trying to direct traffic, and the thousands of people attempting to make their way home, the police were now dealing with looters who were taking advantage of the blackout.

Off in the distance, though she had no idea where it was happening, was a fire blazing into the night. She said a silent prayer that those involved would be safe and sound...she suddenly shuddered, hoping that it wasn't where Mr. Waverly was being held.

"Stop the chatter," Illya ordered."I need no distraction while I fly. This is not easy. Napoleon, please monitor the signal."

"Yes sir," Solo tried not to smile as he saluted. His partner's terse military as well as Soviet training would rear itself sometimes during tense moments. He'd snap fingers, order people about with a cold determined voice. None of that mattered to Napoleon as he knew Illya meant nothing by it; the man was just being his efficient self.

As they flew across the dark skies, circling again and again, Napoleon finally spoke up.

"Signal's changing. It's on the move...veer to the right."

"Chyort!" The Russian cursed through clenched teeth.

"That will make it all the more harder to track him if he is being moved. Napoleon I just have no idea where we are."

Once Alexander Waverly had finished binding Egret and her lackey, the only thing to do was to get out of wherever he was.

The guard's uniform was too small to fit him, though his shoes weren't, and the old man helped himself to those.

He slowly opened the door, peeking around it into the hallway bathed red light and what could only be emergency lighting. The place was surprisingly decrepit, filled with cobwebs and peeling wallpaper. From the looks of it he was in some sort of tenement building.

Waverly heard footsteps, slow and steady not what would indicate if the person was running. That meant Egret and her guard hadn't been discovered yet.

He backed into an alcove and as the person passed, Alexander reached out and swiftly karate chopped the man's neck, sending him into unconsciousness.

For a split second he felt rather pleased with himself. "Still haven't lost your touch old boy. Oh bother," he changed his congratulatory tone." This one's uniform is too small as well."

The body was dragged into an unoccupied room and bound with cords from the window blinds before Waverly continued on with his escape attempt. There seemed to be no one else here, much to his relief and he slowly descended the stairs until he was outside on the streets below. The building had a false front on it, made up to look like a castle of all things. Perhaps it was once used as a Halloween fun house? It looked rather ominious in the darkness.

Everything was pitch black, and people were walking along the sidewalks carrying lighters, flashlights and a few oil lanterns.

"Excuse me young man, might you tell me what's happened?" He finally stopped someone.

The fellow shined his flashlight on Waverly, looking him up and down. "You slept through the biggest thing to hit the east coast Pops. What you couldn't get dressed in the dark?" He snickered.

"Apparently not, now as to what happened?:

"There's been a huge power failure all the way up and down the east coast, even in Canada. At first people thought we were being attacked by the Commies, but now they're saying it was some sort of substation thing."

"Thank you young man, now might you tell me where we are? I seemed to have gotten myself all turned around in the dark."

"Not hard to do Pops. You're in the Bronx, just be careful walking around and make sure you don't go near Fort Apache if you want to live to see your next birthday. Why don't you go home and put on some clothes, being dressed in your pajamas does make you stand out a bit."

"Thank you. I will take it upon advisement."

The Bronx...not exactly a safe place to be in the middle of a black out. Waverly knew he needed to get to a phone, and immediately. He rounded the corner heading down the next block where he found exactly what he needed; it was located in front of an empty lot, if you could call the space being filled with trash and other human detritus empty?

Obviously he had no money on him, though that was unnecessary as he opened the folding door to the phone booth. Since there was no power the overhead light was out, making it necessary to use the rotary dial by feeling it, counting the holes as he dialed the 'O' for operator.

It rang again and again, until it was answered.

"Sorry for the delay sir,"a nasally woman's voice spoke. "The blackout is wreaking havoc here. Now number please ?"

"Yes Miss, a collect call from Alexander Waverly to 555-1111." That was the special emergency telephone number to heard the phone click several times.

"I'm sorry sir there's no answer."

"What the devil? Young lady there has to be an answer as this number is manned twenty-four hours a day, seven days a week."

"I'll try again sir...click, click, click." Sorry sir, still no answer. Perhaps try again later, there's been difficulty with the circuits because of the…"

"Yes I know, the blackout. Thank you." He hung up. What to do now? He could keep walking but not having the lay of the land could prove dangerous, especially after having been warned to avoid the area of Fort Apache.

Waverly knew of it, and even if that fellow hadn't warned him of it; he knew it was a place to be avoided as it was a crime-ridden precinct where many of the tenements were crumbling into ruins. It was more like a war zone in the South Bronx.

Since he knew he wasn't quite near it, he guessed the best thing to do was to stay put, but to keep out of sight. In the near pitch black that wasn't hard to manage, though being dressed in his pyjamas did leave him rather suspicious looking.

As luck would have it there was a clothesline full of dried laundry dangling between two fire escapes above his head.

Waverly slowly climbed one ladder until he reached the line, and pulling it in he retrieved a sweatshirt and a pair of trousers that would thankfully fit him. Though he felt a tad guilty stealing them, at the moment it was a necessary evil. Once this whole mishegoss was at an end, he'd have to make amends for taking the clothing...but that was putting the horse before the cart.

Remaining out of sight, he slipped into his new attire. He hid back away from the sidewalk, hoping that Egret and her ilk had not freed themselves and were prowling the streets looking for him; better not to take the chance.

Above him he heard the sounds of helicopter blades whipping the air and seconds later he was bathed in a the beam of a spotlight.

"Dammit!" He cursed aloud, holding up his hand to block the near blinding light." THRUSH had found him!"

"Mr. Waverly sir," Solo's voice, clearly recognizable, came over a bullhorn."We're here to rescue you."

Illya miraculously maneuvered the helicopter, landing in the trash-filled but thankfully large open space of the lot, though it wasn't an easy task in the dark.

A small crowd had gathered, drawn to the chopper and its spotlights.

"Nothing here to see!" Slate waved them off as Napoleon helped the Old Man into the helicopter.

The seating was meant for four, and Mark volunteered to remain behind.

"Nonsense," Waverly harrumphed. "I think Miss Dancer is light enough to temporarily sit on a lap."

Napoleon smiled, expecting to have the honor but he watched as Mr. Waverly slapped his knee with a wink, and a playful smile, inviting Dancer to sit there.

"Mr. Waverly sir, that's the nicest invitation I've had in awhile," she returned his smile.

Flying by the seat of his pants, Illya managed to get the chopper back to the roof of UNCLE headquarters. There was an emergency beacon shining to help guide him now as the backup generators must have finally kicked in.

After a flawless landing they disembarked the helicopter and took the stairs, rather than the elevator; not trusting the power just yet. They made their way to Waverly's conference room where they left him in the capable hands of young Agent Randy Kovacs who'd see to the boss's every need, including getting him a good strong pot of tea. He was an assistant in training, as Lisa Rogers couldn't be here 24/7.

An hour later, Solo and Kuryakin were called back to the conference room to give a verbal report as to what had happened here at headquarters. Waverly had heard a few things from Kovacs, but now was the time for the details.

"Please be seated gentlemen." The Old Man was now dressed in his own familiar tweed jacket and wool trousers; he was puffing away on his Briar pipe looking none the worse for wear."Would either of you gentlemen care for a cup of tea?"

Both declined as they seated themselves at the table.

"Now is the time for your report."

"Well it's hard to exactly say what happened sir," Napoleon said.

"Then I suggest you begin at the beginning young man."

Solo bit his lower lip when he heard that, but still he decided to leave out a few of the initial details like the ghost telling stories with the secretaries at the beginning of the night.

"Well it started when the lights here at headquarters were seemingly affected by a violent thunderstorm last night. Mr. Kuryakin had just returned from his assignment and we were walking down the stairs heading to the Commissary for something to eat when the lights and then the backup lights went out. I tripped on the stairs, spraining my ankle. I thought he'd grabbed my arm to catch me but apparently Mr. Kuryakin hadn't and I was bruised with a hand mark from a very powerful grip. Though I swore I saw a shadow, no one else was there."

"Subsequently we found one of the female employees had been pushed inside an elevator, after we pried open the doors and freed her. She had the same dark angry marks on her arm as were on mine. We discovered jagged letters scratched into the metal wall of the elevator…' Boo! You're dead!'

"At first we thought it a ridiculous joke someone was playing, given it was All Hallow's Eve," Illya finally spoke up." I checked the security cameras for the elevator but saw nothing, but upon viewing the tapes of the stairwell where Mr. Solo twisted his ankle, I discovered a surprising and disturbing image." He hesitated.

"Get on with it man," Waverly set his pipe in his crystal ashtray.

"The shadow Mr. Solo saw was not a trick of the light, and after making a painstaking examination of each frame, adjusting the horizontal to slow... I saw a face. It was Riley, the Detection expert."

"What the devil? He's dead, and he also might have been a traitor."

"Exactly,"Napoleon said. " Riley was a victim of Dr. Egret's minion who was a mole here at U.N.C.L.E. and murdered him."

"Yes I recall...but a ghost?"

"That is what I thought," Illya nodded.

Napoleon jumped in. "The telephones lines went dead, as did all communications. Throughout the evening, other so-called spirits appeared to us. Mr. Ecks, you recall we killed him him during the Odd Man Affair; he gave us a rather ominous warning. He said we'd be be seeing a lot of strange things tonight, All of us would. We would be visited by an entire rogue's gallery of people connected to Illya and myself who died. Fellow agents, enemy agents, innocents. Some of them he told us we were responsible for their deaths, though that didn't mean we were being blamed, no. It was merely because the veil between the planes was very thin, as I'd mentioned in a conversation before all this had begun."

"Ecks said they were out for blood," Illya added," though as I had already said that I did not believe in ghosts. However my non-belief was shaken when I was accosted and knocked unconscious by Colonel Nexor."

"Good gracious me. And who else dare I ask made an appearance?" Waverly cleared his throat.

"I ordered all personnel with the exception of Security to the Commissary. Eventually we ended up holding a seance here in your office and …"

"Though I thought it ridiculous," Illya interrupted.

Waverly raised a bushy brow as a warning."Please continue Mr. Solo. Who else appeared?"

"Harry Beldon, and he claimed during his ghostly rant to be responsible for all this. He asked a chilling question, wanting to know the last time we had seen you sir. We eventually heard from Nazarone, and even Count Zark and they gave their own personal twists on threats against the Command and yourself."

"There were words, referring to a mask that Zark had said that gave a clue,"Illya said."It was then I knew something was off, and that perhaps it was not Harry Beldon at all. I eventually discovered an electrical field in this very room. To make a long story short, we deduced that it was Dr. Egret who was at the bottom of this supposed haunting; it was her plan to seek revenge by kidnapping you."

"Still I was then chased by the likes of the late Viktor Karmak, and his jaguar,Ving," Napoleon added.

"Do not forget Mother Fear," Illya shifted his position in his chair as if his back were bothering him, or perhaps it was the memories of his treatment at the hands of Mother Fear and Nazarone tonight that was rising to the surface. His hand went absentmindedly to his hip as he recalled the pain.

"I finally realized,"Illya said."The ghost nonsense was to throw us off the track and keep us distracted. I had read in a science journal about Dr. Emmett Brown and his device called a Flux Capacitor; I was able to modify it to become a flash capacitor and disrupt the electrical field with an electromagnetic pulse to stop the apparitions, open communications and enable us to get a signal in order find your location."

"Marvelous Mr. Kuryakin!"

"Thank you sir, but there was an unforseen complication..."

"Yes sir, unfortunately," Napoleon interrupted, trying to hold off the inevtable regarding the blackout of the entire  
eastern seaboard," I did contact Mrs. Waverly to discreetly check upon your whereabouts and verify you were indeed missing. She suspected nothing, as far as I could tell."

"On the contrary Mr. Solo; I spoke to my wife after my return here and she was quite concerned after noting certain clues that I had never been home...your questioning got the wheels turning in her head, as it were. Mrs. Waverly is quite a clever and resourceful woman and I suggest you never underestimate her again, that's for your own self preservation," Waverly chuckled.

"Yes sir, I'll remember that," Solo cringed." Eventually we were able to make contact with Dancer and Slate who had been prevented from entering headquarters. THRUSH disguised their people as police and firemen, and were outside Del Floria's, having sealed off the entire block.

"After one more ghostly apparition with Lucia Belmont, I with the help of Mr. Solo, were able to bring our plan to fruition. I was able to emit with what I called the Flash Capacitor, an electromagnetic pulse, thereby diabling the device that THRUSH was using to control us, and what we saw, as we had been unable to locate it."

It was Solo's turn to speak now. "Once doing so, limited emergency power was restored and we were able to pick up the homing signal from your ring sir...and well the rest you know."

"Well done gentlemen, though I am sad to say that the UNCLE team dispatched to pick up Dr. Egret and her lackeys after the fact found she had again escaped. That was quite a story of ghosts and goblins considering it's..."he looked at the clock on the wall."Halloween."

"You do not believe in ghosts do you Mr. Waverly?" Illya asked.

'Come come, young man I'm from the U.K. where every pub and castle has its own ghosts. Why you lived there for three years, did you never see a spirit yourself?"

"No sir." If he had, Kuryakin was unwiling to admit it. Not only was he a pragmatist, but he was ever the skeptic.

"More's the pity, now as to the matter of the blackout."

Illya blushed before responding."My apologies sir as I am aware the electromagnetic pulse that the Flash Capacitor emitted may have...ummm, caused that. I had no idea as to the area it would encompass. Given the time constraints we were under to prevent your demise at the hands of Dr. Egret, I had to proceed. I will take full responsibility for my actions, as well as any punishment to be administered."

"Balderdash young man. You did what was necessary, and I will say that it was a timely warning to the power companies along the east coast as to the vulnerability of the power grids against any sort of future attack. Let's say we'll keep this our secret, as it were. Now I'm sure you're both tired from your night's misadventures, go get yourselves cleaned up and have something to eat...oh nevermind that. It's my understanding that the food in the Commissary has spoiled. Well, you'll manage something, I'm sure. Dismissed."

"Not so much as a thank you for saving his life, just back to business," Napoleon thought to himself.

"Oh and gentleman," he called to them before they exited. "Thank you to you both, as well as Miss Dancer and Mr. Slate for coming to my rescue."

"Our pleasure sir," Napoleon nodded with an appreciative smile.

Solo, Kuryakin, Dancer and Slate sat together in the Bullpen at headquarters, slumping in their chairs from exhaustion. The rest of the staff, and other agents were tidying up, getting ready to end their shifts as the sun would soon be rising. It would be the start of another workday.

The power still hadn't been restored outside, and would take a while, no doubt. Still evil wouldn't wait, like time and tide waits for no man. U.N.C.L.E. had to be ready for whatever was thrown at them, last night was an excellent example of that.

It was still dark inside most of headquarters; the maintenance crew was trying not to stress the emergency generators since some of them had sustained damage from Kuryakin's electromagnetic pulse; the ones that were running at the time the signal was emitted.

At the moment the four Section II agents were relaxing by candlelight, half dozing and not saying much of anything. The sun would be a welcome sight when it rose, to say the least, if they could remain awake long enough to see it.

"Well Merry Christmas to us, each and everyone," Mark suddenly announced.

"Darling, you're getting your holidays a little mixed up,"April laughed.

"Well weren't we visited by ghosts just like in 'A Christmas Carol,' and didn't they accomplish all their doings in a single night?"

Napoleon looked up; his interest piqued by the analogy."Yes they did, didn't they?"

"If anything just to merely distract us," Illya added. "In a Christmas Carol the visiting spirits appeared to teach Ebenezer Scrooge a lesson. Though that was not THRUSH's intent in this case, I think we still learned a lesson as well."

"And that lesson is?" Napoleon asked. He absentmindedly rubbed his ankle. Once he'd stopped moving, he finally remembered the pain.

"There are no such things as ghosts,"Illya half-smiled.

"I wouldn't be so quick to come to that conclusion goose," April pointed. "You better look behind you."

As Illya turned round; he and the others saw a barely visible apparition in the darkest corner of the room.

It was Riley and he was smiling at them, giving a thumbs up before he faded away.

"What the bloody hell did that mean?" Mark blurted out.

Solo grinned. "And you were saying tovarisch, there's no such things as ghosts?"

Illya clicked his tongue. "How are we to know that was not a residual effect of THRUSH's device? I have no hard facts, no empirical evidence to prove that ghosts are real."

"Isn't observation part of empiricism,"Napoleon asked.

"It is, but I prefer good hard facts, since we all know the eyes and mind can be easily tricked,"Illya replied.

The lights inside headquarters finally flickered on, hopefully to stay that way.

"Ah the miracle of technology saves the day," Mark said."And since I was corrected, I'd like to wish everyone a Happy Halloween. Now let's go find some breakfast, I'm starved with the hunger right now."

"As am I,"Illya stood, wincing as he put weight on his ankle. Like his partner, he'd forgotten about it; the increased adrenaline most likely had something to do with that. Now that the adrenaline rush was gone, the pain was back.

He and Solo limped out the door side by side like the walking wounded, followed by Dancer and Slate.

Behind them drifted a barely visible mist.

Riley figured he'd tag along for fun; they might not be able to see or hear him anymore but he could listen in on the conversation.

He had sins to make up for, that he now missed being an UNCLE agent and he supposed he'd spend eternity doing that...


End file.
